Completion of sale of Gyroscope Therapeutics

Completion of sale of Gyroscope Therapeutics

18 February 2022

Syncona Ltd, a leading healthcare company focused on founding, building and funding global leaders in life science, today announces that the sale of its portfolio company Gyroscope Therapeutics Holdings plc ("Gyroscope") to Novartis, a leading global medicines company, for total consideration of up to $1.5 billion (£1.1 billion[1]), has completed and the upfront cash payment of $800 million (£587 million) has been paid. In addition, up to $700 million (£514 million) in cash is potentially due upon the achievement of certain milestones.

The transaction generates upfront cash proceeds of $442 million (£325 million) for Syncona's holding in Gyroscope[2], further strengthening Syncona’s capital base as it continues to build and fund its portfolio of life science companies over the long-term.

Syncona will continue to value the milestone payments, and Syncona’s risk adjusted and discounted valuation of these payments for its holding in Gyroscope is estimated to be $64 million (£47 million)[3].

Syncona is also positioned to benefit from any future commercialisation of Gyroscope’s lead programme via a low single digit royalty on future sales revenue.

[1] All FX rates related to the Gyroscope transaction taken as at 17 February 2022

[2] Syncona holding in Gyroscope is 48.5% on a fully diluted basis; initial proceeds to Syncona include Syncona’s share of the estimated $47m (£35m) of net cash within Gyroscope and also take into account the net exercise of options/incentive shares in Gyroscope

[3] The risk adjusted and discounted valuation of the milestone payments, valued as at 31 December 2021 is included in Syncona’s NAV. Syncona will continue to value milestones on a quarterly basis