Rhythm Biosciences Ltd

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View Prospectus

From the Prospectus

The Company has the aim of progressing its prospective colorectal cancer screening product, ColoSTAT™, through further research and development over the next two years and thereafter to seek to bring the solution to market in Australia and European Union (EU) as initial target markets.

Chairman’s Letter

On behalf of the Directors, I am pleased to present you with this opportunity to become a shareholder of Rhythm Biosciences Limited (“Rhythm” or “the Company”).

Rhythm is seeking to bring to market a simple blood test, ColoSTAT™, for the reliable early detection of colorectal cancer. Colorectal cancer is the 2nd largest cause of cancer related deaths in the United States (US), European Union (EU) and Australia, and the 3rd largest cause of cancer related deaths globally. If detected early, cure rates can be as high as 90%. However, this falls to less than 10% when cancers are detected late.

Colonoscopy is currently the most reliable diagnostic test for colorectal cancer. However, it is expensive, invasive and carries a risk of complications including a risk (albeit very low) of mortality. Today, the most commonly used laboratory screening tests for colorectal cancer look for the presence of blood in faeces. However, blood in faeces is only a symptom and can appear for many reasons unrelated to cancer. The clinical need is for an alternative screening test to inexpensively and better identify those in greatest need of progressing to colonoscopy. A test that identifies biomarkers of the cancer itself has the potential to be more reliable.

Based on patented (both granted and pending) technology developed by CSIRO and the patent family having been assigned to Rhythm’s fully owned subsidiary, Vision Tech, the proposed ColoSTAT™ product looks for target biomarkers in blood, not faeces, and intends to use analytical systems readily available in diagnostic laboratories worldwide. If initial encouraging laboratory results can be translated to a commercialised product for the clinic, healthcare professionals and patients will have access to a new front-line screening option that does not require faecal collection, which is off-putting to many and can result in low rates of adoption, and may help ensure those at higher risk of colorectal cancer are directed to colonoscopy first.

Rhythm has:

  • A worldwide exclusive licence, held via its wholly owned subsidiary Vision Tech Bio Pty Ltd, over the intellectual property (consisting of one patent family that has now been assigned to Vision Tech and has progressed to grant in 4 jurisdictions and is pending in 3 more) that underpins the proposed ColoSTAT™ solution and is grounded in 13 years of research.
  • Access to a significant body of test data and know-how from CSIRO, Australia’s national science agency, including results that are comparable in sensitivity and specificity to the in-market FIT faecal test.
  • A strategic commercialisation plan seeking to bring the proposed ColoSTAT™ product to markets in Europe and Australia, then US.
  • Access to a team of talented scientists and clinical collaborators and a Board with the experience, expertise and pedigree in biotech commercialisation.

Under this Prospectus, Rhythm is seeking to raise $9,000,000 by the issue of 45,000,000 New Shares under the Equity Offer. The Company is also making an offer of 750,000 Advisor Shares under the Advisor Share Offer. Upon Listing on the ASX, the Company will have a market capitalisation at the Equity Offer issue price of $20,150,000.

The proceeds from the Equity Offer are, after costs, proposed to be used by Rhythm to fund its commercialisation strategy consisting of continued research and development (to include further clinical trials; ongoing costs associated with intellectual property protection; regulatory submissions, and subject to the result of the testing, the commencement of its marketing and sales activities targeting Australia and EU, as well as to provide working capital.

This Prospectus contains detailed information about the technology to be commercialised, the Company’s business, the market the Company intends to operate in, the Company’s proposed commercialisation program and the Board and management team. It also outlines the range of potential risks associated with investment in the Company.

Our CEO and Managing Director, Dr Trevor Lockett, has joined Rhythm from CSIRO where he oversaw a significant amount of the Organisation’s research in colorectal cancer diagnosis and prevention over the past 15 years, first as Theme Leader for Colorectal Cancer and Gut Health and more recently as Group Leader for Personalised Health. He is committed to helping the ColoSTAT™ solution realise its potential to deliver health impact and save lives.

The Rhythm Directors believe the opportunity is substantive due to the intellectual property it controls, its value proposition compared to other colorectal cancer screening tests, and its considerable potential global market, which all combine to give the Company the ability to create shareholder value.

Potential investors should consider an investment in the Company as highly speculative and should consult their professional advisers, and consider in particular the investment risks described in this Prospectus (including but not limited to risks in respect of intellectual property risks, the Company being in an early stage of development and the ability of the Company to obtain required regulatory approvals), before deciding whether to apply for New Shares pursuant to this Prospectus.

The Directors of the Company believe that ColoSTAT™ has the potential to improve the early diagnosis of colorectal cancer. I, and the team at Rhythm, are excited by the challenge of translating this compelling biomedical research into the market where it can realise real health benefits for people globally.

I encourage you to read this Prospectus carefully and in its entirety before making your investment decision. I look forward to welcoming you as a shareholder

Shane Tanner

Chairman