Regent Pacific Group Limited (“Regent Pacific” or the “Company” and together with its subsidiaries, the “Group”; Hong Kong stock code: 00575), a specialist healthcare, wellness and life sciences investment group, has signed legally binding Share Purchase Agreements with the shareholders and DLI ESOP award recipients of Deep Longevity, Inc. (“DLI”) to fully acquire DLI for a consideration of approximately US$3.79 million, by way of the issuance of approximately 422.69 million consideration shares, representing a dilution of approximately 18.70% of the issued share capital of the Company as to be enlarged by the allotment and issue of the consideration shares. Following the transaction, DLI will be a wholly owned subsidiary of the Company.
– Fully acquires Deep Longevity, Inc. for approximately US$3.79 million via issuing approximately 422.69 million consideration shares
– Strengthening shareholder base with addition of numerous experienced longevity and wellness biotechnology investors and entrepreneurs
– Deep Longevity, Inc. provides a high-quality growth asset and key platform for expanding into the emerging field of artificial intelligence (AI) and longevity medicine
– Key developments of Deep Longevity, Inc. include:
i. Developing comprehensible user-friendly AI systems to track rates of aging at the molecular, cellular, tissue, organ, system, physiological and psychological levels
ii. Developing systems for longevity medicine to help physicians make better decisions on interventions that may slow down or reverse the aging processes
iii. Developed Longevity as a Service (LaaS) solution to integrate multiple deep biomarkers of aging dubbed “deep aging clocks” which provide a universal multifactorial measure of human biological age
– DLI’s deep haematological clocks can be explored as a predictive tool for the analysis of COVID-19 positive patients
The number of consideration shares was determined on the basis of a share price of HK$0.07 per share of the Company, which was referable to: (i) the closing Share price of HK$0.067 per Share on 29 May 2020, which was the business day on which a non-legally binding understanding was reached on the respective valuations of each of the Company and DLI, subject to confirmatory due diligence; (ii) the 5-day average closing Share price of HK$0.071 per Share concluding on 29 May 2020; and (iii) the 30-day average closing Share price of HK$0.074 per Share concluding on 29 May 2020, in each case as quoted on the HK Stock Exchange. Based on a professional independent valuation conducted by the Company, the fair value of the equity of DLI is US$4.30 million. Through the acquisition, the Board believes that DLI will become a high-quality growth asset and a key platform for expanding into the emerging field of longevity medicine.
Solid investor base with expert AI and biotechnology investors
Originally incubated by Insilico Medicine, DLI closed a Series A funding round at the end of June 2020 that includes some of the most credible and world-renowned venture capitalists specializing in biotechnology, longevity, and artificial intelligence (“AI”). Among these strategic investors are such well known funds as BOLD Capital Partners, ETP Ventures, Human Longevity and Performance Impact Venture Fund, Longevity Vision Fund, LongeVC, Michael Antonov (co-founder of Facebook owned Oculus VR) and other expert AI and biotechnology investors. DLI has also established a key research partnership with one of the world’s leading longevity research and development organizations, Human Longevity, Inc (“HLI”). Under this partnership, HLI will provide a range of aging clocks to a global network of advanced physicians and longevity researcher specialists. The Group is delighted to have these biotech and investment experts as part of its shareholder mix upon completion of the acquisition.
Jamie Gibson, Chief Executive Officer of Regent Pacific, said, “Our long-term vision is to transform Regent Pacific into a global end-to-end longevity and wellness biotechnology company dedicated to extending healthy productive lives of billions of people worldwide by developing a longevity ecosystem. It is only logical to start executing on this vision via the acquisition of the most sophisticated AI system designed to track the rate of human aging and evaluate the effectiveness of longevity interventions. This system can be used by the longevity and performance clinics, insurance companies, pharmaceutical companies, and large employers that deeply care about their workforce.”
“DLI is the original inventor of deep aging clocks with granted US patents, high-end clinics as clients, great scientific publications, top AI and longevity scientists, and more than half of the acquisition value being held in cash from expert investors. It is a great asset to serve as a core engine of our longevity ecosystem.”
“Deep aging clocks” – a tool for predicting COVID-19 relevance
DLI is developing explainable and user-friendly AI systems to track the rate of aging at the molecular, cellular, tissue, organ, system, physiological and psychological levels and systems for the emerging field of longevity medicine, enabling physicians to make better decisions on interventions that may slow down or reverse the aging processes. DLI has also developed Longevity as a Service (LaaS) solution to integrate multiple deep biomarkers of aging dubbed “deep aging clocks” which provide a universal multifactorial measure of human biological age.
Further, there is an increased interest in the longevity market where DLI is looking to have first mover advantage with its applications, including COVID-19 relevance (where epidemiological studies suggest that age is one of the most important factors of COVID-19 illness severity). DLI’s deep haematological clocks can be explored as a predictive tool for analysis of COVID-19 positive patients. The Group, therefore, believes there is significant growth potential in acquiring DLI at this stage of its development, and, importantly, on attractive terms to shareholders.
Mr Gibson added, “DLI will be run by the most credible experts in aging and longevity with Jim Mellon, the Company’s chairman and the author of “Juvenescence” being joined by other noted biotechnology investors and entrepreneurs including Dr. Wei-Wu He, chairman of HLI, and Alex Zhavoronkov, PhD, the founder and CEO of DLI and adjunct professor at the Buck Institute for Research on Aging. Together these individuals will combine their efforts to create a dedicated and focussed longevity company.”
“By becoming part of Regent Pacific, we are planning to help it transform into the first public company to become the engine for the emerging longevity ecosystem and help everyone on the planet live longer and better regardless of their nationality, race, gender, or social status. As part of Regent Pacific, we aim to service the longevity biotechnology industry as well as the health and life insurance industries and become the ultimate instrument to hedge the longevity risk,” said Alex Zhavoronkov, PhD, the founder and CEO of DLI.
The Acquisition constitutes a discloseable transaction of the Company under Chapter 14 of the HK Listing Rules. Therefore, no shareholder approval is required for the Acquisition and the Share Purchase Agreements. However, the Company proposes to seek an approval of a specific mandate for the issue and allotment of the Consideration Shares from the Shareholders at the Extraordinary General Meeting.
Forward Looking Statements
This announcement, including any information included or incorporated by reference in this announcement, contains statements about REGENT PACIFIC that are or may be forward looking statements. Such forward looking statements involve risks and uncertainties that could significantly affect expect results and are based on certain key assumptions. Many factors could cause actual results to differ materially from those projected or implied in any forward-looking statement. Much of the risk and uncertainty relates to factors that are beyond REGENT PACIFIC’s abilities to control or estimate precisely, such as future market conditions and the behaviours of other market participants, and therefore undue reliance should not be placed on such statements. Neither REGENT PACIFIC nor any of its associates or directors, officers, employees, managers, agents, representatives, partners, members, consultants or advisers: (i) provide any representation, warranty, assurance or guarantee that the occurrence of the events expressed or implied in any forward looking statement will actually occur; nor (ii) assume any obligation to, and do not intend to, revise or update these forward looking statements, except as required pursuant to applicable law, the HK Listing Rules or other applicable regulation. REGENT PACIFIC disclaims any obligation to update any forward looking or other statements contained herein, except as required by applicable law, the HK Listing Rules or other applicable regulation.
No Profit Forecasts or Estimates
No statement in this announcement is intended as a profit forecast or estimate for any period and no statement in this announcement should be interpreted to mean that earnings or earnings per share for REGENT PACIFIC for the current or future financial years would necessarily match or exceed the historical published earnings or earnings per share for REGENT PACIFIC. REGENT PACIFIC does not undertake to update information contained in this announcement, except as required by applicable law, the HK Listing Rules or other applicable regulation.
About Deep Longevity
Deep Longevity is developing explainable artificial intelligence systems to track the rate of aging at the molecular, cellular, tissue, organ, system, physiological, and psychological levels. It is also developing systems for the emerging field of longevity medicine enabling physicians to make better decisions on the interventions that may slow down, or reverse the aging processes. Deep Longevity developed Longevity as a Service (LaaS) solution to integrate multiple deep biomarkers of aging dubbed “deep aging clocks” to provide a universal multifactorial measure of human biological age. Originally incubated by Insilico Medicine, Deep Longevity started its independent journey in 2020 after securing a round of funding from the most credible venture capitalists specializing in biotechnology, longevity, and artificial intelligence. ETP Ventures, Human Longevity and Performance Impact Venture Fund, BOLD Capital Partners, Longevity Vision Fund, LongeVC, co-founder of Oculus, Michael Antonov, and other experts AI and biotechnology investors supported the company. Deep Longevity established a research partnership with one of the most prominent longevity organizations, Human Longevity, Inc. to provide a range of aging clocks to the network of advanced physicians and researchers.
http://longevity.ai/
About Regent Pacific
Regent Pacific is a diversified investment group based in Hong Kong currently holding various corporate and strategic investments focusing on the healthcare, wellness and life sciences sectors. The Group has a strong track record of investments and has returned approximately US$298 million to shareholders in the 21 years of financial reporting since its initial public offering in May 1997.
