Investment in Colossal Biosciences

Shaires Holdings Ltd, the publicly quoted London investment company focused on providing investors with exposure to leading private technology and AI businesses, announces that it has agreed an initial investment in Colossal Biosciences ("Colossal") of approximately US$12.0 million. Colossal is an AI-driven genetic-engineering and de-extinction company. The investment represents approximately 0.1% of Colossal's issued shares and has been acquired by way of an in-kind contribution satisfied entirely by the issue of new ordinary shares of the Company at a price per share of $20. The related agreements permit the Company, at its discretion, to acquire up to US$42.0 million of Colossal shares in aggregate.

Highlights

• Initial acquisition of Colossal shares valued at approximately US$12.0 million, at US$24.89 per Colossal share (approximately US$10.3 billion fully diluted valuation at the contribution share price, in line with Colossal's September 2025 Series C extension).
• Framework to acquire up to US$42.0 million of Colossal shares in aggregate including the initial investment, at the Company's discretion, from existing direct shareholders of Colossal at the same price as above.
• Satisfied entirely by the issue of new ordinary shares at US$20.00 per share, which is a discount of approximately 18% to yesterday's closing price of US$24.50 (the "Consideration Shares"); the initial contribution comprises 600,000 Consideration Shares, representing 15.6% of the Company's outstanding ordinary shares post Admission; no cash consideration is payable by the Company.
• Contributed in-kind by existing direct shareholders of Colossal.
• No fees or carried interest are payable in connection with the contribution.

About Colossal Biosciences

Colossal Biosciences, founded in 2021 by CEO Ben Lamm and Professor George Church, applies AI, computational biology and genetic engineering to de-extinction and species preservation. It delivered the first de-extinction proof-of-concept (the dire wolf) in April 2025 and targets a woolly-mammoth calf in 2028. Its January 2025 Series C, led by TWG Global, valued the company at approximately US$10.2 billion, and its investors include In-Q-Tel, Breyer Capital and Draper Associates. Colossal is a private company and does not publish audited financial statements; figures in this announcement are unaudited estimates.

Structure of the contribution

The investment is acquired by way of an in-kind contribution of Colossal shares in exchange for the Consideration Shares, at a contribution price of US$24.89 per Colossal share and an issue price of US$20.00 per new ordinary share. The Company is initially taking approximately US$12.0 million, drawn across the contributing shareholders in proportion to their respective commitments, and may draw up to the US$42.0 million aggregate cap over time at its discretion. No fees or carried interest are payable.

Admission and total voting rights

Application will be made for the 741,821 Consideration Shares related to the investment in Sandbox and the 600,000 Consideration Shares related to the investment in Colossal Biosciences to be admitted to trading on AIM ("Admission"), with admission expected on or around 21 August 2026.

In accordance with the provisions of the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority, the Company confirms that, following Admission, the Company will have 3,841,810 ordinary shares in issue and no ordinary shares held in treasury. The above figure may be used by shareholders as the denominator for the calculations to determine if they are required to notify their interests in, or change to their interest in, the Company. All the ordinary shares have equal voting rights.

It is not possible to provide the profit or loss figure for Colossal as it does not publish financial statements and accordingly, no profit or loss figure attributable to Colossal is available for disclosure. It is a privately-held company and therefore has no legal requirement to issue financial statements.

Principal risks

Colossal is pre-revenue and its value rests on long-dated, scientifically binary milestones; it is private and illiquid with no announced IPO timeline; and financial information is estimated and unaudited. The value of the investment may fall as well as rise.

Board and Management comments

Suhail Rizvi, Executive Chairman of Shaires, said:

"Colossal is unlike anything else in our portfolio, and that is the point. It applies AI, computational biology and genetic engineering to problems most people assumed were science fiction and has already delivered a de-extinction proof-of-concept that few thought possible. Its work sits at the frontier of a field we believe will matter enormously over the coming decades."

"We are taking this position entirely in-kind, contributed by existing shareholders and satisfied through the issuance of new shares, and with the flexibility to build the holding further over time. It provides a perfect example of the attractiveness of our in-kind programme, this time including founding shareholders of the company expressing their confidence in our business model."

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