TIDMORPH
RNS Number : 7692N
Open Orphan PLC
22 May 2020
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT
FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY,
IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA,
CANADA, AUSTRALIA, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR
JAPAN OR IN OR INTO ANY OTHER JURISDICTION WHERE TO DO SO WOULD
BREACH ANY APPLICABLE LAW OR REGULATION.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT
ITSELF CONSTITUTE AN OFFER FOR SALE OR SUBSCRIPTION OF ANY
SECURITIES IN THE COMPANY. THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR
CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR
ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE
OF ANY SECURITIES OF OPEN ORPHAN PLC IN ANY JURISDICTION WHERE TO
DO SO WOULD BREACH ANY APPLICABLE LAW OR REGULATION.
UNLESS OTHERWISE INDICATED, CAPITALISED TERMS IN THIS
ANNOUNCEMENT HAVE THE MEANINGS GIVEN TO THEM IN THE DEFINITIONS
SECTION INCLUDED IN APPENDIX II TO THE COMPANY'S ANNOUNCEMENT OF
7.00 AM TODAY.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN
ARTICLE 7 OF THE MARKET ABUSE REGULATION NO. 596/2014 ("MAR"). UPON
THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS
NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
22 May 2020
Open Orphan plc
("Open Orphan", the "Company" or the "Group")
Results of Fundraising
Open Orphan plc (ORPH), a rapidly growing specialist CRO
pharmaceutical services company which has a focus on orphan drugs
and is the world leader in the testing of vaccines and antivirals
using human challenge study models, announces that, further to its
announcement at 7.00 a.m. today (the "Fundraising Announcement"),
it has successfully completed the oversubscribed Fundraising which
is now closed.
The Fundraising has raised approximately GBP12 million (net of
expenses) through the placing of 109,549,098 new Ordinary Shares,
an offer for subscription conducted by PrimaryBid Limited of
4,545,454 new Ordinary Shares and subscription of 727,272 new
Ordinary Shares, all at an Issue Price of 11 pence per share.
The net proceeds of the Fundraising will be used to
o Maximise available Covid-19 opportunities including
accelerating the development of both a seasonal coronavirus and a
Covid-19 virus challenge study model to capitalise upon Group's
inbound demand from Covid-19 vaccine developers globally. These
challenge study models have the ability to speed up the development
of a vaccine by 2-3 years;
o Ramp up Covid-19 antiviral testing to the Group's current
capacity for 3,000 tests per day;
o Expand existing laboratory testing services to 3rd party
pharmaceutical and biotech companies in line with our strategy of
becoming a leading services provider to the growing viral, and
respiratory diseases sector of the pharmaceutical industry; and
o Strengthen the balance sheet to enable the Group to take
advantage of the significant and growing opportunities the Board
believes are available.
First Admission and Total Voting Rights
The Firm Fundraise of 44,496,864 new Ordinary Shares is
conditional on First Admission, and is being carried out within the
Company's existing share authority to issue Ordinary Shares for
cash.
It is expected that the Firm Fundraising Shares will be admitted
to trading on AIM and Euronext Growth at 8.00 a.m. on or around 29
May 2020 (or such later date as may be agreed between the Company
and Arden, but no later than 30 June 2020).
Following the First Admission of the Firm Fundraising Shares,
the total number of Ordinary Shares in the Company in issue will be
593,535,138. This figure may be used by shareholders as the
denominator for the calculations by which they will determine if
they are required to notify their interest in, or a change to their
interest in the Company under the FCA's Disclosure and Transparency
Rules.
Second Admission and Total Voting Rights
The Second Admission of 70,324,960 new Ordinary Shares is
conditional upon (amongst other things) the Placing Agreement not
having been terminated, First Admission occurring, the passing of
the Resolutions at the General Meeting and Second Admission
occurring on or before 8.00 a.m. on 12 June 2020 (or such later
date and/or time as the Joint Brokers and the Company may agree,
being no later than 3.00 p.m. on 30 June 2020 in respect of the
Conditional Fundraise).
It is expected that the Conditional Fundraising Shares will be
admitted to trading on AIM and Euronext Growth at 8.00 a.m. on or
around 12 June 2020 (or such later date as may be agreed between
the Company and Arden, but no later than 30 June February
2020).
Following the Second Admission of the Conditional Fundraising
Shares, the total number of Ordinary Shares in the Company in issue
will be 663,860,098. This figure may be used by shareholders as the
denominator for the calculations by which they will determine if
they are required to notify their interest in, or a change to their
interest in the Company under the FCA's Disclosure and Transparency
Rules.
Cathal Friel, Executive Chairman of Open Orphan, said:
"Open Orphan is now a fast growing, and soon to be profitable,
specialist CRO pharmaceutical services business with a market
leading position in the rapidly expanding market of testing
vaccines and antivirals. We are delighted by the heavily
oversubscribed fundraise which has brought many new leading
blue-chip institutional shareholders to our share register.
As a result of Covid-19, we are seeing unprecedented growth
opportunities as pharma, biotech and governments around the world
focus funding on finding solutions to Covid-19 and other
respiratory diseases. As such, we're developing several new revenue
streams including by speeding up the development of both a seasonal
coronavirus and a Covid-19 virus challenge study model to
capitalise upon the Company's inbound demand from Covid-19 vaccine
developers globally. We have also opened up our laboratory services
offering to third party pharma and biotech companies, as in the
case of the recently announced Nearmedic contract, and from our
state-of-the-art viral laboratory have launched a transformational
Covid-19 antibody testing service which, unlike the home and online
testing kits, offers 100% accuracy and the potential to complete up
to 3,000 tests per day on a single machine. We believe that the
Company has the pipeline to potentially sign up to six Covid-19
related challenge study contracts in 2020 with a further six
potential contracts in 2021.
It is an exciting time at Open Orphan, and we are looking to
capitalise on the opportunity to deliver rapid growth in the near
term by converting some of our c. GBP160m pipeline of revenue
opportunities."
Capitalised terms in this Announcement shall have the meanings
given to such terms in the Group's announcement at 7.00 a.m.
today.
For further information please contact
Open Orphan plc
Cathal Friel, Executive Chairman +353 (0)1 644 0007
Arden Partners plc (Nominated Adviser and Joint Broker)
+44 (0)20 7614 5900
John Llewellyn-Lloyd / Benjamin Cryer / Dan Gee-Summons
(Corporate Finance)
Fraser Marshall / Simon Johnson (Equity Sales)
finnCap plc (Joint Broker)
+44 (0) 20 7220 0500
Geoff Nash / James Thompson/ Charlie Beeson (Corporate
Finance)
Richard Chambers (ECM)
Davy (Euronext Growth Adviser and Joint Broker) +353 (0)1 679
6363
Anthony Farrell
Camarco (Financial PR)
+44 (0)20 3757 4980
Tom Huddart / Daniel Sherwen
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END
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