Update on Nightstar proposed NASDAQ IPO

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSE OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) NO.596/2014

Syncona Limited

Update on Nightstar proposed NASDAQ IPO

15 September 2017

Syncona Ltd (“Syncona”), a leading healthcare company focused on investing in and building global leaders in life science, today notes that its portfolio company NightstaRx Limited (which has been reorganised as Nightstar Therapeutics plc) (“Nightstar”) has filed an amended Form F-1 with the U.S. Securities and Exchange Commission in respect of its proposed initial public offering (“IPO”) in the United States of its American Depositary Shares (“ADSs”) representing ordinary shares (available on the SEC’s EDGAR database).

The amended Form F-1 filing states an expected pricing range for the proposed IPO of US$13.00 – $15.00 per ADS, with each ADS representing one ordinary share. This would represent an increase in value of Syncona’s current shareholding in Nightstar (compared to the 31 July 2017 sterling holding value) of £41.5 – £58.3 million[1] (6.3p-8.8p¹ per Syncona share).

Syncona has indicated an interest in purchasing ADSs in the IPO, subject to agreement with the underwriters. The proposed maximum aggregate offering amount specified in the filing is US$92.46 million, which assumes that the public offering price is at the top of the range and includes the 15% option to that is proposed to be granted to the underwriters to cover over-allotments..

A further announcement will be made in due course.

This press release does not constitute an offer to sell or the solicitation of an offer to buy securities, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.

The securities referred to in this release are to be offered only by means of a prospectus. When available, copies of the preliminary prospectus can be obtained from Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, NY 10022, or by telephone at [phone], or by email at [e-mail]; Leerink Partners LLC, Attention: Syndicate Department, One Federal Street, 37th Floor, Boston, MA 02110, or by telephone at [phone] ext. 6132, or by email at [e-mail]; or BMO Capital Markets Corp., Attention: Equity Syndicate Department, 3 Times Square, New York, NY 10036, or by telephone at [phone], or by email at [e-mail].

[ENDS]

Enquiries

Syncona Ltd
Siobhan Weaver
Tel: [phone]

Tulchan Communications
Martin Robinson
Tel: [phone]

About Syncona:

Syncona is a leading FTSE250 healthcare company focused on investing in and building global leaders in life science. Our vision is to deliver transformational treatments to patients in truly innovative areas of healthcare while generating superior returns for shareholders. Our current investment portfolio consists of seven high quality companies in life science and a leading range of fund investments.  We seek to partner with the best, brightest and most ambitious minds in science to build globally competitive businesses. We are established leaders in gene therapy, cell therapy and advanced diagnostics, and focus on delivering dramatic efficacy for patients in areas of high unmet need.

Our market leading funds portfolio seeks to generate superior returns by investing in long only and alternative investment funds. This represents a productively deployed evergreen funding base which enables us to take a long term approach to investing in life sciences as we target the best new opportunities and support our existing portfolio companies to grow and succeed.

Syncona is aligned with two of the premium charitable funders in UK science, the Wellcome Trust, original founder of Syncona, and Cancer Research UK, both of which are significant shareholders in our business.  We make a donation of 0.3% of Net Asset Value to a range of charities each year.

About Nightstar

Nightstar is a leading clinical-stage gene therapy company focused on developing and commercializing novel one-time treatments for patients suffering from rare inherited retinal diseases that would otherwise progress to blindness. 

[1] As at 14 September 2017 foreign exchange rates