Issue of Equity
Genflow Biosciences Plc announced it has raised £340,000 before expenses through the allotment of 40,000,000 new ordinary shares at an issue price of 0.85 pence each. Eric Leire, CEO, subscribed for these shares, which will then be directed to an institution for immediate sale to a purchaser at the same issue price. Concurrent with the share purchase, the purchaser will receive warrants on a one-for-one basis, exercisable for 24 months at 1.2 pence. Following admission, the total number of issued shares and voting rights will be 493,547,942, with admission expected around 8:00 a.m. on October 9, 2025.
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LONDON, UK-Genflow Biosciences Plc (LSE:GENF)(OTCQB:GENFF) ("Genflow" or "the Company"), is pleased to announce that it has raised gross proceeds of £340,000 (before expenses) via an allotment to Eric Leire of 40,000,000 new ordinary shares of £0.0003 each ("New Ordinary Shares") at an issue price of 0.85 pence (being the bid price as at close of business on 1 October 2025) (the "Issue Price").
Issuance of the New Ordinary Shares
Consequentially, this fundraise involves a subscription by Eric Leire, CEO and director of the Company, for the New Ordinary Shares at the Issue Price pursuant to the employee offer exemption under Article 1(4)(i) and 1(5) (h) of the UK Prospectus Regulation.
Following allotment of the New Ordinary Shares, Eric Leire has agreed to direct their issue to an institution, who will immediately sell these New Ordinary Shares at the same Issue Price to a purchaser identified by it (the "Purchaser").
Warrants
Concurrent with the purchase of the New Ordinary Shares, the Purchaser will receive warrants from the Company on a one-for-one basis. These warrants will be exercisable for a period of 24 months at an exercise price of 1.2 pence ("Exercise Price").
Total Voting Rights
Application will be made for the 40,000,000 New Ordinary Shares, which will rank pari passu in all respects with the existing Ordinary Shares of the Company, to be admitted to the FCA official list and to trading on the equity shares (transition) category of the Official List maintained by the FCA and to trading on the main market for listed securities of the LSE, which is expected to occur on or around 8.00 a.m. on 9 October 2025 (the "Admission").
Upon Admission, the total number of issued shares and the total number of voting rights in the Company will be 493,547,942.
The above figure of 493,547,942 should be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
- Eric Leire, CEO of Genflow, commented: "We appreciate the continuing support from our US backer, and this will enable us to continue with dog study whilst awaiting the first payment of the Wallonia region grant. This financing provides Genflow with essential working capital while aligning long-term interests through the concurrent issue of warrants."
UK Market Abuse Regulation (UK MAR) Disclosure
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Eric Leire | ||||
| 2. | Reason for the Notification | |||||
| a) | Position/status | PDMR | ||||
| b) | Initial notification / Amendment | Initial notification | ||||
| a) | Name | Genflow Biosciences plc | ||||
| b) | LEI | 213800HVOFXRXVEGDN62 | ||||
| a) | Description of the Financial instrument, type of instrument | Ordinary Shares of £0.0003 | ||||
| Identification Code | GB00BP2C3V08 | |||||
| b) | Nature of the transaction | Off Market Allotment | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information: Aggregated volume Price | 40,000,000 Ordinary Shares 0.85 pence per Ordinary Share | ||||
| e) | Dates of the transaction | 2 October 2025 | ||||
| f) | Place of the transactions | London |
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.