UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the month of June 2022
Commission File Number: 001-40106
4D pharma plc
(Translation of Registrant’s name into English)
5th Floor, 9 Bond Court
Leeds
LS1 2JZ
United Kingdom
Tel: +44 (0) 113 895 013
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): _____
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): _____
On June 24, 2022, 4D pharma plc (the “Company,” “4D,” “4D pharma,” “we,” “us” or “our”) issued a press release entitled “Update on Suspension of Trading” regarding an update to the temporary immediate suspension of trading of its ordinary shares on AIM, a market operated by the London Stock Exchange.
A copy of the press release is attached as Exhibit 99.1 to this current report on Form 6-K and is incorporated by reference herein. This press release is incorporated by reference into the registration statements on Form F-3 (File No. 333-263372 and File No. 333-264419) of 4D pharma plc, filed with the U.S. Securities and Exchange Commission, to be a part thereof from the date on which this press release is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.
INDEX TO EXHIBITS
| Exhibit | ||
| Number | Exhibit Title | |
| 99.1 | Press Release, dated June 24, 2022. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| 4D pharma plc | ||
| Date: June 24, 2022 | /s/ Duncan Peyton | |
| Duncan Peyton | ||
| Chief Executive Officer |
Exhibit 99.1
4d Pharma PLC
Update on Suspension of Trading
Leeds, UK, 24 June 2022, – 4D pharma plc (AIM: DDDD, Nasdaq LBPS), a pharmaceutical company leading the development of Live Biotherapeutic products (LBPs), a novel class of drug derived from the microbiome, provides an update to the announcement released earlier today regarding the Company’s request for an immediate suspension of trading in the Company’s ordinary shares on AIM which took effect from 12.30 p.m. (London).
On 29 July 2021, the Company announced that it had agreed a senior secured credit facility (the “Facility”) for up to US$30m with Oxford Finance LLC (“Oxford”), with an initial tranche of US$12.5 million drawn at closing and further tranches available dependent on the achievement of certain milestones.
The Board has been exploring opportunities to secure additional funding for the Company in recent months, however this has proved challenging but significant progress had been made, despite the very difficult prevailing market conditions. The Board had made Oxford aware of this and discussed a potential funding alternative on the evening of 23 June and on the morning of 24 June, Oxford demanded immediate repayment of the outstanding loans made to the Company, which currently total approximately US$13.86 million, inclusive of accrued interest and associated fees. The Company is not able to make that immediate repayment from its existing cash resources and with no immediate certainty of how that repayment could be made, the Board requested that trading in the ordinary shares be immediately suspended pending clarification of the Company’s financial position.
Subsequent to the suspension, the Board was informed that Oxford had today instructed that the Company be placed into administration, in accordance with the terms of the Facility. Accordingly, James Clark and David Pike of Interpath Advisory have been appointed as joint administrators to 4D pharma plc (the “Joint Administrators”). For the avoidance of doubt, the following wholly owned subsidiaries of the Company have not been placed into administration: 4D Pharma Research Limited, 4D Pharma Cork Limited, 4D Pharma León S.L.U. and 4D Pharma Delaware Incorporated.
The Board intends to work with the Joint Administrators on proposals to rescue the Company as a going concern, albeit there can be no guarantee that this will be successful.
Further announcements will be made as applicable.
4d Pharma PLC
About 4D pharma
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 pharma 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 programs, namely a Phase I/II study of MRx0518 in combination with KEYTRUDA® (pembrolizumab) in solid tumors, a Phase II clinical trial of MRx0518 in combination with BAVENCIO® (avelumab) in the first-line maintenance setting for urothelial carcinoma, a Phase I study of MRx0518 in a neoadjuvant setting for patients with solid tumors, a Phase I study of MRx0518 in patients with pancreatic cancer, a Phase I/II study of MRx-4DP0004 in asthma, and Blautix® in irritable bowel syndrome (IBS) which has completed a successful Phase II trial. A Phase I study of MRx0005 and MRx0029 in patients with Parkinson’s disease is expected to commence in 2022. Additional preclinical-stage programs include candidates for CNS disease, immune-inflammatory conditions and cancer. The Company has a research collaboration with MSD (Merck & Co., Inc., Kenilworth, NJ, USA), to discover and develop Live Biotherapeutics for vaccines.
Contact Information:
4D pharma
Investor Relations ir@4dpharmaplc.com
Singer Capital Markets - Nominated Adviser and Joint Broker
Philip Davies / James Fischer (Corporate Finance) +44 (0)20 7496 3000
Tom Salvesen (Corporate Broking)
Bryan Garnier & Co. Limited - Joint Broker
Dominic Wilson +44 (0)20 7332 2500
Stern Investor Relations
Julie Seidel +1-212-362-1200
julie.seidel@sternir.com
Image Box Communications
Neil Hunter / Michelle Boxall +44 (0)20 8943 4685
neil@ibcomms.agency / michelle@ibcomms.agency