Admission to Trading on Euronext Brussels
NOT FOR RELEASE, PUBLICATION OR
DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR
INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR
ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION
OR BREACH OF ANY APPLICABLE LAW. PLEASE SEE THE IMPORTANT
INFORMATION AT THE END OF THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT IS AN ADVERTISEMENT
AND DOES NOT CONSTITUTE A PROSPECTUS OR PROSPECTUS EQUIVALENT
DOCUMENT. NEITHER THIS ANNOUNCEMENT NOT ANYTHING CONTAINED HEREIN
SHALL FORM THE BASIS OF, OR BE RELIED UPON IN CONNECTION WITH, ANY
OFFER OR COMMITMENT WHATSOEVER IN ANY JURISDICTION. ANY DECISION TO
PURCHASE, SUBSCRIBE FOR, OTHERWISE ACQUIRE, SELL OR OTHERWISE
DISPOSE OF ANY SECURITIES REFERRED TO IN THIS ANNOUNCEMENT MUST BE
MADE SOLELY ON THE BASIS OF THE INFORMATION THAT IS CONTAINED IN
THE PROSPECTUS THAT IS AVAILABLE ON THE COMPANY’S
WEBSITE.
Acacia Pharma Group plc
Admission to Trading on Euronext
Brussels
Cambridge, UK and Indianapolis, US – 18 August
2020: Acacia Pharma Group plc (“Acacia
Pharma” or the "Company”) (EURONEXT:
ACPH), a commercial stage biopharmaceutical company focused on
developing and commercializing novel products to improve the care
of patients undergoing serious medical treatments such as surgery,
invasive procedures, or chemotherapy, announces that, further to
the announcements on 13 August 2020 and 14 August 2020 regarding
(i) the results of a placing of new ordinary shares in the Company
(the "New Ordinary Shares") by means of an
accelerated bookbuild offering (the “Placing”) and
(ii) the publication of a prospectus in connection with the Placing
(the “Prospectus”), 12,500,000 New Ordinary Shares
have been admitted to trading on the regulated market of Euronext
Brussels.
The New Ordinary Shares rank pari passu in all respects with the
Company's existing ordinary shares in issue.
Following issue of the New Ordinary Shares, the
Company's total issued share capital consists of 85,279,729
ordinary shares with one voting right per share. The Company does
not hold any ordinary shares in treasury. Therefore the total
number of voting rights in the Company is 85,279,729.
Contacts
Acacia Pharma Group plcMike Bolinder, CEOGary
Gemignani, CFO+44 1223 919760 / +1 317 505
1280IR@acaciapharma.com
Citigate Dewe Rogerson (Financial PR)Mark
Swallow, Frazer Hall, David Dible+44 20 7638
9571acaciapharma@citigatedewerogerson.com
About Acacia Pharma
Acacia Pharma is a hospital pharmaceutical
company focused on the development and commercialization of new
products aimed at improving the care of patients undergoing
significant treatments such as surgery, other invasive procedures,
or cancer chemotherapy. The Company has identified important and
commercially attractive unmet needs in these areas that its product
portfolio aims to address.
Acacia Pharma's first product, BARHEMSYS®
(amisulpride injection) for postoperative nausea & vomiting
(PONV), has been approved by the US Food and Drug Administration,
with US launch planned for 2H 2020.
BYFAVO™ (remimazolam) for injection, a rapid
onset/offset IV benzodiazepine sedative is approved in the US for
use during invasive medical procedures in adults lasting 30 minutes
or less, such as colonoscopy and bronchoscopy. Acacia Pharma’s
rights to further develop and commercialize BYFAVO™ are in-licensed
from Paion UK Limited for the US market, and US launch is planned
for 2H 2020.
APD403 (intravenous and oral amisulpride), a
selective dopamine antagonist for chemotherapy induced nausea &
vomiting (CINV) has successfully completed one proof-of-concept and
one Phase 2 dose-ranging study in patients receiving highly
emetogenic chemotherapy.
Acacia Pharma is based in Cambridge, UK and its
US operations are centred in Indianapolis, IN. The Company is
listed on the Euronext Brussels exchange under the ISIN code
GB00BYWF9Y76 and ticker symbol ACPH.
www.acaciapharma.com
Important Information
The release or distribution of this announcement
may, in certain jurisdictions, may be subject to restrictions. The
recipients of this announcement in jurisdictions where this
announcement has been published or distributed shall inform
themselves of and follow such restrictions. This announcement does
not constitute an offer, or a solicitation of any offer, to buy or
subscribe for any securities in Acacia Pharma in any jurisdiction,
neither from Acacia Pharma nor from someone else.
Any investment decision in connection with the
Placing must be made on the basis of the information contained in
the Prospectus. The information contained in this announcement is
for background purposes only and does not purport to be full or
complete. No reliance may or should be placed by any person for any
purpose whatsoever on the information contained in this
announcement or its accuracy or completeness. The information in
this announcement is subject to change.
The New Ordinary Shares have not been and will
not be registered under the U.S. Securities Act of 1933, as amended
(the “Securities Act”), or any state securities
laws and may not be offered or sold in the United States of America
absent registration or an applicable exemption from registration
under the Securities Act and applicable state securities law. The
securities have not been registered, and there is no intention to
register any securities referred to herein in the United States or
to make any public offering of securities of the Company in the
United States.
This announcement is an advertisement and not a
prospectus for the purposes of the Prospectus Regulation and has
not been approved by any regulatory authority in any jurisdiction.
A copy of the prospectus is available on the Company’s website at
www.acaciapharma.com provided that the Prospectus is not, subject
to certain exceptions, available (whether through the website or
otherwise) to shareholders in the United States, Australia, Canada,
Japan, and South Africa, or any other jurisdiction where the
announcement, publication or distribution of the information would
not comply with applicable laws and regulations or where such
actions are subject to legal restrictions or would require
additional registration or other measures than what is required
under English law.
In relation to each member state of the EEA and
the United Kingdom (each a “Relevant State”) no
New Ordinary Shares have been offered or will be offered pursuant
to the Placing to the public in that Relevant State prior to the
publication of a prospectus in relation to the New Ordinary Shares
which has been approved by the competent authority in that Relevant
State or, where appropriate, approved in another Relevant State and
notified to the competent authority in that Relevant State, all in
accordance with the Prospectus Regulation, except that an offer to
the public in that Relevant State of any New Ordinary Shares may be
made at any time under the following exemptions under the
Prospectus Regulation:
- to any legal entity which is a qualified investor as defined
under the Prospectus Regulation;
- to fewer than 150 natural or legal persons (other than
qualified investors as defined in the Prospectus Regulation);
or
- in any other circumstances falling within Article 1(4) of the
Prospectus Regulation, provided that no such offer of New Ordinary
Shares shall require the Company or any Bank to publish a
prospectus pursuant to Article 3 of the Prospectus Regulation or
supplement a prospectus pursuant to Article 23 of the Prospectus
Regulation.
Jefferies International Limited is authorised
and regulated by the FCA in the United Kingdom. Bank Degroof
Petercam SA/NV is authorised by and under the supervision of the
National Bank of Belgium and under the supervision on investor and
consumer protection of the Belgian FSMA. You should note that, in
connection with the Placing, each of the Banks is acting
exclusively for the Company and for no one else in connection with
the Placing and will not be responsible to anyone (whether or not a
recipient of this document) other than the Company for providing
the protections afforded to clients of the Banks or for affording
advice in relation to the Placing, the contents of this document or
any matters referred to herein. The Banks are not responsible for,
and have not approved, the contents of or any part of this document
and are not responsible for, and have not approved the Prospectus.
This does not exclude any responsibilities which the Banks may have
under FSMA, or which are imposed by the FCA, the National Bank of
Belgium or the Belgian FSMA or the regulatory regimes established
thereunder (as applicable).
Apart from the liabilities and responsibilities
(if any) which may be imposed on the Banks by either FSMA, the FCA,
the National Bank of Belgium or the Belgian FSMA or the regulatory
regimes established thereunder, the Banks do not make any
representations, express or implied, or accept any responsibility
whatsoever for the contents of this document nor for any other
statement made or purported to be made by the Banks or on their
behalf in connection with the Company and the Placing. The Banks,
any of their respective directors, officers, employees, agents,
affiliates or advisers accordingly disclaim all and any liability
whether arising in tort or contract or otherwise which they might
otherwise have in respect of this document or any such
statement.