Funding Update
21 Settembre 2009 - 3:36PM
UK Regulatory
TIDMCBF
RNS Number : 3983Z
Cobra Bio-Manufacturing PLC
21 September 2009
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| For Immediate Release | 21 September 2009 |
+-------------------------------------+-------------------------------------+
Cobra Biomanufacturing Plc
("Cobra" or "the Company")
Funding Update
Cobra Biomanufacturing Plc (Ticker: CBF), the international GMP provider of
biomanufacturing services, gives the following funding update following
its trading update on 28 August 2009.
Sultan Scientific Limited ("Sultan") has advanced a loan to the Company of
GBP180,000 pursuant to an investment agreement dated 18 September 2009 (the
"Investment Agreement"). This loan is to be advanced by way of the issue of
convertible loan notes to Sultan by the Company ("Convertible Loan Notes") which
if converted at the 1p per share conversion price would require the issue of a
maximum of 18 million new ordinary shares which will represent 29% of the
Company's enlarged share capital. Cobra's largest existing shareholder has
additionally provided an unconditional loan to the Company of GBP50,000 at a
rate of 1% over base rate repayable in 3 years time.
The combined proceeds will be used to fund the Company's near term working
capital shortfall and the Investment Agreement additionally grants Sultan the
following rights:
A. An option to subscribe for a further GBP70,000 of convertible loan notes
("Additional Loan Notes") on substantially the same terms as the Convertible
Loan Notes subject to compliance by the Company with the requirements of the
Takeover Code.
B. The right to appoint a director to the board of the Company, such right shall
continue for so long as the Convertible Loan Notes remain outstanding or Sultan
holds 10 per cent or more of the issued share capital of the Company.
C. The right to be provided with certain management information through its
appointed board representative.
D. Sultan will also be actively working with Cobra to accelerate the Company's
strategic development, including investment and partnering discussions for 12
months from the date of the Investment Agreement. Sultan is engaged on a
contingency only basis for which Sultan shall receive certain fees from the
Company in due course.
The Company has given certain warranties to Sultan usual for a transaction of
this type, including in relation to the following: previous announcements,
accounts, financial information, litigation affecting the Company, the Company's
intellectual property and other matters.
The Company will write to shareholders this week to convene an extraordinary
general meeting to seek shareholder approval for certain matters relating to the
Convertible Loan Notes. If shareholders' approval is not received, the Loan Note
will become immediately repayable.
Irrevocable undertakings to vote in favour of the resolutions at the
extraordinary general meeting have already been received by the Company from
shareholders holding 23,268,897 Ordinary Shares, representing approximately 52%
per cent of the issued Ordinary Shares.
The Convertible Loan Notes will be secured by way of a fixed and floating charge
over the Company's assets. This security will rank behind the security given to
the National Westminster Bank Plc.
Commenting on this announcement:
Dr. Mike Hudson, MD of Sultan said: "We are very pleased to invest in and work
with the highly experienced management team at Cobra. The Company is a notable
UK Biosciences leader, supplying their clients and partners around the world
with critical expertise and the initial quantities of new biopharmaceutical
compounds for regulatory review and clinical trials that are the pipeline of new
medicines for the future."
Danny Chapchal, Cobra's Chairman said: "We look forward to having Sultan join us
as investors and advisory partners which brings important opportunities in
addition to their financial support.
Progress also continues to be made with a number of interested parties regarding
potential interim and longer term financing and licensing arrangements. A
further announcement concerning such initiatives to underpin growth and
development of the business will be made in due course."
For further information, please contact:
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| Cobra Biomanufacturing Plc | Tel: +44 (0) 1782 714 181 |
+------------------------------------------------+----------------------------+
| Danny Chapchal, Non Executive Chairman | |
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| Simon Saxby, Chief Executive | |
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| Peter Coleman, Finance Director | |
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| | |
+------------------------------------------------+----------------------------+
| Buchanan Communications | Tel: +44 (0) 207 466 5000 |
+------------------------------------------------+----------------------------+
| Tim Anderson | |
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| | |
+------------------------------------------------+----------------------------+
| Seymour Pierce (NOMAD & Broker) | Tel: +44 (0) 207 107 8000 |
+------------------------------------------------+----------------------------+
| Chris Howard/Christopher Wren | |
+------------------------------------------------+----------------------------+
Sultan Scientific Limited operates internationally, investing in and building
specialised companies capable of rapid commercialisation and value generation in
the Medical and Environmental Technology sectors.
Sultan is a Private Investment Company under the Chairmanship of Sir John Banham
with Managing Director, Dr Mike Hudson and management advisers and shareholders
who often personally play key roles in the management of the companies in which
they invest. Sultan is an active investor in a portfolio of high growth
companies, selecting a single lead partner with whom to invest and work in key
industry sectors.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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