TIDMSYNC
RNS Number : 9011H
Syncona Limited
29 November 2022
Syncona Limited
Syncona extends tender offer for
Applied Genetic Technologies Corporation (AGTC)
29 November 2022
Syncona Limited, a leading healthcare company focused on
creating, building and scaling a portfolio of global leaders in
life science, today announces that its portfolio company has
extended the expiration time of its previously announced tender
offer to purchase all of the issued and outstanding shares of
common stock of Applied Genetic Technologies Corporation ("AGTC")
(Nasdaq: AGTC) for $23.3 million in the aggregate ($0.34 per share)
in cash at closing, plus up to an additional $50.0 million in the
aggregate (or up to $0.73 per share based on shares currently
outstanding) payable pursuant to contingent value rights (CVRs)
upon the achievement of specified milestones.
The tender offer has been extended until 5:00 p.m., Eastern
Time, on 30 November 2022, unless extended or earlier terminated
pursuant to the terms of the definitive agreement. The tender offer
was previously scheduled to expire at 5:00 p.m., Eastern Time, on
28 November 2022. All other terms and conditions of the tender
offer remain unchanged during the extension period. The purpose of
the extension is to allow additional time for shareholders to
tender their shares and for shares tendered by notice of guaranteed
delivery to be received.
Computershare Trust Company, N.A., the depositary for the tender
offer, has advised that as of 5:00 p.m., Eastern Time, on 28
November 2022, 30,947,430 shares of common stock of AGTC,
representing approximately 45.1% of the issued and outstanding
shares of common stock and restricted stock units, have been
validly tendered and not validly withdrawn pursuant to the tender
offer and an additional 4,627,261 shares, representing
approximately 6.7% of the issued and outstanding shares of common
stock and restricted stock units, have been tendered pursuant to
notices of guaranteed delivery. Stockholders who have already
tendered their shares of AGTC common stock in the tender offer do
not have to re-tender such shares or take any other action as a
result of the extension of the expiration time of the tender
offer.
Advisers
BTIG LLC is acting as financial adviser to Syncona and Mintz,
Levin, Cohn, Ferris, Glovsky & Popeo, P.C. is acting as legal
adviser to Syncona in connection with the transaction. MTS Health
Partners, L.P. is acting as financial advisor to AGTC in connection
with the transaction. Foley Hoag LLP is acting as legal advisor to
AGTC in connection with the transaction.
[ENDS]
Copies of this press release and other corporate information can
be found on the company website at: www.synconaltd.com
Additional Information and Where to Find It
A tender offer statement on Schedule TO, including an offer to
purchase, a letter of transmittal and related documents, have been
filed with the SEC by subsidiaries of Syncona Limited, and a
Solicitation / Recommendation Statement on Schedule 14D-9 has been
filed with the SEC by AGTC. The offer to purchase shares of AGTC
common stock is being made pursuant to the offer to purchase, the
letter of transmittal and related documents filed as a part of the
Schedule TO. AGTC'S STOCKHOLDERS AND SECURITY HOLDERS ARE URGED TO
READ BOTH THE TENDER OFFER STATEMENT AND THE SOLICITATION /
RECOMMENDATION STATEMENT REGARDING THE OFFER, AS THEY MAY BE
AMENDED OR SUPPLEMENTED FROM TIME TO TIME, BECAUSE THEY CONTAIN
IMPORTANT INFORMATION THAT SUCH STOCKHOLDERS AND SECURITY HOLDERS
SHOULD CONSIDER BEFORE MAKING ANY DECISION REGARDING TENDERING
THEIR COMMON STOCK, INCLUDING THE TERMS AND CONDITIONS OF THE
TENDER OFFER. AGTC stockholders and security holders may obtain a
free copy of these statements and other documents filed with the
SEC at the website maintained by the SEC at www.sec.gov or by
directing such requests to Georgeson LLC, Information Agent for the
offer, toll-free at (800) 279-6913.
Forward-looking statements - this announcement contains certain
forward-looking statements with respect to the portfolio of
investments of Syncona Limited, the proposed transactions between
Syncona Limited and AGTC, the expected timeline for completing the
transactions, the anticipated contingent value right payments,
future financial and operating results and benefits and synergies
of the transaction, future opportunities for the combined company
and other statements about future expectations, beliefs, goals,
plans or prospects. These statements and forecasts involve risk and
uncertainty because they relate to events and depend upon
circumstances that may or may not occur in the future. There are a
number of factors that could cause actual results or developments
to differ materially from those expressed or implied by these
forward-looking statements. In particular, many companies in the
Syncona Limited portfolio are conducting scientific research and
clinical trials where the outcome is inherently uncertain and there
is significant risk of negative results or adverse events arising
and many such companies have yet to commercialise a product and
their ability to do so may be affected by operational, commercial
and other risks (and, as such, there is uncertainty that the
milestones for the contingent value right payments may not be
achieved).
Enquiries
Syncona Ltd
Annabel Clark / Fergus Witt
Tel: +44 (0) 20 3981 7940
FTI Consulting
Ben Atwell / Natalie Garland-Collins / Julia Bradshaw / Tim
Stamper
Tel: +44 (0) 20 3727 1000
About Syncona
Syncona's purpose is to invest to extend and enhance human life.
We do this by creating and building companies to deliver
transformational treatments to patients in areas of high unmet
need.
Our strategy is to create, build and scale companies around
exceptional science to create a diversified portfolio of 20-25
globally leading healthcare businesses, across development stage
and therapeutic areas, for the benefit of all our stakeholders. We
focus on developing treatments for patients by working in close
partnership with world-class academic founders and management
teams. Our balance sheet underpins our strategy enabling us to take
a long-term view as we look to improve the lives of patients with
no or poor treatment options, build sustainable life science
companies and deliver strong risk-adjusted returns to
shareholders.
About AGTC
AGTC is a clinical-stage biotechnology company developing
genetic therapies for people with rare and debilitating ophthalmic,
otologic and central nervous system (CNS) diseases. AGTC is
designing and constructing critical gene therapy elements and
bringing them together to develop customized therapies with the
potential to address unmet patient needs. AGTC's most advanced
clinical programs in XLRP and ACHM CNGB3 leverage its technology
platform to potentially improve vision for patients with inherited
retinal diseases. Its preclinical programs build on AGTC's AAV
manufacturing technology and scientific expertise. AGTC is
advancing multiple pipeline candidates to address substantial unmet
clinical needs in optogenetics, otology and CNS disorders, and has
entered into strategic collaborations with companies including
Bionic Sight, Inc., an innovator in the emerging field of
optogenetics and retinal coding, and Otonomy, Inc., a
biopharmaceutical company dedicated to the development of
innovative therapeutics for neurotology.
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