focusIR May 2024 Investor Webinar: Blue Whale, Kavango, Taseko Mines & CQS Natural Resources. Catch up with the webinar here.

Less Ads, More Data, More Tools Register for FREE

Pin to quick picksDDDD.L Regulatory News (DDDD)

  • There is currently no data for DDDD

Watchlists are a member only feature

Login to your account

Alerts are a premium feature

Login to your account

Longevity extends Business Combination deadline

23 Nov 2020 07:00

RNS Number : 0915G
4d Pharma PLC
23 November 2020
 

 

Longevity receives shareholder approval to extend business combination deadline

 

Leeds, UK - 23 November 2020 - 4D pharma plc (AIM: DDDD) ("4D" or the "Company") announces that, in connection with the proposed business combination of 4D and Longevity Acquisition Corporation (NASDAQ: LOAC) ("Longevity") announced on 22 October 2020 (the "Merger"), Longevity has now received approval from its shareholders to the extension of the deadline by which Longevity is required to consummate a business combination, to 29 May 2021, thereby allowing sufficient time for satisfaction of the remaining conditions to the Merger, including the filing of a registration statement on Form F-4 (the "Registration Statement") in order to allow 4D to apply to admit its American Depositary Shares for trading on NASDAQ and the convening of a shareholder meeting of both Longevity shareholders and 4D shareholders.

 

4D intends to post a circular to shareholders giving further details of the Merger and convening a general meeting to approve certain resolutions in connection with the Merger after the Registration Statement has been declared effective by the SEC (currently expected in early Q1 2021).

 

About 4D pharma

Founded in February 2014, 4D pharma is a world leader in the development of Live Biotherapeutics, a novel and emerging class of drugs, defined by the FDA as biological products that contain a live organism, such as a bacterium, that is applicable to the prevention, treatment or cure of a disease. 4D has developed a proprietary platform, MicroRx®, that rationally identifies Live Biotherapeutics based on a deep understanding of function and mechanism.

4D Pharma's Live Biotherapeutic products (LBPs) are orally delivered single strains of bacteria that are naturally found in the healthy human gut. The Company has six clinical programmes, namely a Phase I/II study of MRx0518 in combination with KEYTRUDA (pembrolizumab) in solid tumours, a Phase I study of MRx0518 in a neoadjuvant setting for patients with solid tumours, a Phase I study of MRx0518 in patients with pancreatic cancer, a Phase I/II study of MRx-4DP0004 in asthma, a Phase II study of MRx-4DP0004 in patients hospitalised with COVID-19, and Blautix® in Irritable Bowel Syndrome (IBS) which has completed a successful Phase II trial. Preclinical-stage programmes include candidates for CNS disease such as Parkinson's disease and other neurodegenerative conditions. The Company has a research collaboration with MSD, a tradename of Merck & Co., Inc., Kenilworth, NJ, USA, to discover and develop Live Biotherapeutics for vaccines.

In October 2020 4D Pharma announced its intention to merge with Longevity Acquisition Corporation (NASDAQ: LOAC), a special purpose acquisition company (SPAC), and seek a NASDAQ listing. The merger is expected to be completed and the NASDAQ listing of 4D Pharma American Depositary Shares (ADSs) under the ticker symbol 'LBPS' is currently expected to become effective in early 2021, subject to approval of 4D shareholders and Longevity shareholders, and the SEC review process.

 

Additional Information about the transaction and where to find it

 

This announcement is being made in respect of a proposed business combination involving 4D and Longevity. This announcement does not constitute an offer to sell or the solicitation of an offer to buy or subscribe for any securities or a solicitation of any vote or approval nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The proposed transaction will be submitted to the shareholders of 4D and Longevity for their consideration. 4D intends to file with the SEC a Registration Statement on Form F-4 that will include a preliminary prospectus with respect to 4D's ordinary shares and ADSs to be issued in the proposed transaction and a proxy statement of Longevity in connection with the Merger. The information in the preliminary proxy statement/prospectus will not be complete and may be changed. 4D may not sell the ordinary shares referenced in the proxy statement/prospectus until the Registration Statement on Form F-4 becomes effective. 4D and Longevity also plan to file other documents with the SEC regarding the proposed transaction.

 

This announcement is not a substitute for any prospectus, proxy statement or any other document that 4D or Longevity may file with the SEC in connection with the proposed transaction. Investors and security holders are urged to read the proxy statement/prospectus and any other relevant documents that will be filed with the SEC carefully and in their entirety when they become available because they will contain important information about the proposed transaction.

 

You may obtain copies of all documents filed with the SEC regarding this transaction, free of charge, at the SEC's website (www.sec.gov). In addition, investors and security holders will be able to obtain free copies of the proxy statement/prospectus (when they become available) and other documents filed with the SEC without charge, at the SEC's website (www.sec.gov) or by calling +1-800-SEC-0330.

 

Participants in the Solicitation

 

Longevity and its directors and executive officers and other persons may be deemed to be participants in the solicitation of proxies from Longevity's shareholders with respect to the proposed transaction. Information regarding Longevity's directors and executive officers is available in its annual report on Form 10-K for the fiscal year ended February 29, 2020, filed with the SEC on April 30, 2020. Additional information regarding the participants in the proxy solicitation relating to the proposed transaction and a description of their direct and indirect interests will be contained in the proxy statement when it becomes available.

 

4D and its directors and executive officers may also be deemed to be participants in the solicitation of proxies from the shareholders of Longevity in connection with the proposed transaction. A list of the names of such directors and executive officers and information regarding their interests in the proposed transaction will be included in the proxy statement for the proposed transaction when available.

 

For more information, visit https://www.4dpharmaplc.com.

Enquiries:

4D pharma plc

Duncan Peyton, Chief Executive Officer

Tel: +44 (0)113 895 0130

N+1 Singer Advisory LLP (Financial Adviser, Nominated Adviser and Joint Broker to 4D pharma plc)

Phil Davies/Sandy Fraser/Iqra Amin

Tel: +44 (0)20 7496 3000

Tom Salvesen (Corporate Broking)

Chardan Capital Markets, LLC (US financial adviser to 4D pharma plc and Longevity Acquisition Corporation)

Shai Gerson

Tel: +1 646 465 9008

Image Box PR (PR adviser to 4D pharma plc)

Neil Hunter/Michelle Boxall

Tel: +44 (0)20 8943 4685

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
 
END
 
 
MSCBTBPTMTTTBLM
Date   Source Headline
18th Mar 20204:39 pmRNSPrice Monitoring Extension
18th Mar 20207:49 amRNSDirector/PDMR Shareholding
17th Mar 20207:00 amRNSAdditional Interim Clinical Data
16th Mar 20207:00 amRNSParticipation in Chardan Conference
11th Mar 20209:49 amRNSHolding(s) in Company
11th Mar 20207:00 amRNSHolding(s) in Company
9th Mar 202011:07 amRNSResult of Meeting
21st Feb 20202:25 pmRNSHolding(s) in Company
19th Feb 20202:06 pmRNSPosting of Circular
18th Feb 20206:28 pmRNSResult of Placing
18th Feb 20207:00 amRNSLaunch of Placing
7th Feb 20203:18 pmRNSHolding(s) in Company
6th Jan 20207:00 amRNSClinical Update
4th Dec 201911:22 amRNSHolding(s) in Company
29th Nov 201911:19 amRNSHolding(s) in Company
8th Nov 201911:27 amRNSHolding(s) in Company
6th Nov 20197:00 amRNSClinical Observations from MRx0518
5th Nov 20195:36 pmRNSHolding(s) in Company
4th Nov 201912:22 pmRNSHolding(s) in Company
4th Nov 201912:04 pmRNSHolding(s) in Company
17th Oct 201911:17 amRNSHolding(s) in Company
15th Oct 20192:51 pmRNSHolding(s) in Company
8th Oct 20197:00 amRNSCollaboration with MSD
30th Sep 20197:00 amRNSInterim Results
27th Sep 201912:23 pmRNSHolding(s) in Company
26th Sep 201911:40 amRNSHolding(s) in Company
23rd Sep 20197:00 amRNSPublication of data on neurodegenerative disease
20th Sep 20191:28 pmRNSHolding(s) in Company
20th Sep 20191:19 pmRNSHolding(s) in Company
20th Sep 201911:20 amRNSHolding(s) in Company
27th Aug 20197:00 amRNSAppointment of NED
25th Jul 20197:00 amRNSOncology Programmes Update
8th Jul 20193:51 pmRNSHolding(s) in Company
8th Jul 20197:00 amRNSClinical Update
1st Jul 20197:00 amRNSChange of Adviser
20th Jun 201910:38 amRNSResult of AGM
3rd Jun 20197:00 amRNS4D presents MRx0518 combination study at ASCO
30th May 20197:00 amRNSDirector/PDMR Shareholding
28th May 20192:50 pmRNSAnnual Report and Notice of AGM
23rd May 20197:00 amRNSDirector/PDMR Shareholding
22nd May 20197:00 amRNSDirector/PDMR Shareholding
21st May 20197:00 amRNSFinal Results
16th May 20197:00 amRNS4D Presents Phase Ib Clinical Data on Thetanix®
13th May 20198:00 amRNSParticipation in Conferences
29th Apr 20197:00 amRNSClinical Update - MRx0518 oncology programmes
14th Mar 20197:00 amRNSDirector/PDMR Shareholding
13th Mar 20199:08 amRNSDirector/PDMR Shareholding
8th Mar 20197:00 amRNSParticipation in Microbiome Conference
29th Jan 20197:00 amRNSPublication of data in connection with MRx0518
7th Jan 20197:00 amRNSCollaboration with MD Anderson Cancer Center

Due to London Stock Exchange licensing terms, we stipulate that you must be a private investor. We apologise for the inconvenience.

To access our Live RNS you must confirm you are a private investor by using the button below.

Login to your account

Don't have an account? Click here to register.

Quickpicks are a member only feature

Login to your account

Don't have an account? Click here to register.