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REG - Advanced Oncotherapy - Equity Subscription and Issue of Warrants

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RNS Number : 6906U  Advanced Oncotherapy PLC  03 August 2022

PRIOR TO PUBLICATION, THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT WAS
DEEMED BY THE COMPANY TO CONSTITUTE INSIDE INFORMATION FOR THE PURPOSES OF
REGULATION 11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019/310.
WITH THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INFORMATION IS NOW CONSIDERED
TO BE IN THE PUBLIC DOMAIN.

 

3 August 2022

 

ADVANCED ONCOTHERAPY PLC

("Advanced Oncotherapy" or the "Company")

 

Equity Subscription and Issue of Warrants

 

Total Voting Rights

 

Advanced Oncotherapy (AIM:AVO), the developer of LIGHT, the next-generation
proton therapy system for cancer treatment, announces an equity fundraise of
£550,691 before expenses. The fundraise has been conducted through a direct
subscription with the Company (the "Subscription") for a total of 2,202,762
new Ordinary Shares of 25 pence each (the "Subscription Shares") at a price of
25 pence per share (the "Issue Price"). This Subscription has been undertaken
to accommodate demand from investors who were unable to participate in the
c.£6 million fundraise announced on 28 June 2022.

 

The Issue Price represents a premium of 11 per cent to the closing middle
market price of an ordinary share on 2 August 2022.

 

Once issued, the Subscription Shares will rank pari passu in all respects with
the existing Ordinary Shares of the Company.

 

The net proceeds of the Subscription will be used for general corporate
purposes as the Company progresses towards having a fully operational LIGHT
system operating at 230 MeV by the end of summer 2022.

 

Under the terms of the Subscription, warrants to subscribe for 2,202,762 new
Ordinary Shares will also be issued to subscribers of the Subscription Shares
by 1 October 2022 (the "Warrant Issue Date") with an exercise price of 25
pence per share, exercisable until 1 July 2026. In the event that the number
of Subscription Shares held by a subscriber on the Warrant Issue Date has
decreased compared to the number of Subscription Shares issued to them, the
number of warrants to be issued to the subscriber will be adjusted
accordingly.

 

Michael Sinclair (Executive Chairman), Enrico Vanni (Non-Executive Director)
and RenHua Zhang (Non-Executive Director) have subscribed for Subscription
Shares at the Issue Price, details of which are set out below.

 

In addition, the Company has agreed to issue a total of 1,395,996 new Ordinary
Shares at the Issue Price (the "Director Fee Shares") to certain of the
Company's Directors in lieu of fees owed. Furthermore, a total of 330,240 new
Ordinary Shares (the "Bonus Shares") will be issued as non-cash consideration
to certain employees of the Company at the Issue Price. The 330,240 Bonus
Shares are subject to a two-year lock-in period from Admission (as defined
below). For the avoidance of doubt, no warrants will be issued in relation to
the Director Fee Shares or the Bonus Shares.

 

 

 Director                                    Current Shareholding  Director Fee Shares  Subscription Shares  Warrants  Shareholding on Admission  % on Admission
 RenHua Zhang (Non-Executive Director)(1)    45,503,765            113,332              140,000              140,000   45,757,097                 9.13%
 Michael Sinclair (Executive Chairman)       8,910,814                                  430,000              430,000   9,340,814                  1.86%
 Michael Bradfield (Non-Executive Director)  7,558,240             296,000                                             7,854,240                  1.57%
 Dr Nick Plowman (Non-Executive Director)    4,515,304             160,000                                             4,675,304                  0.93%
 Enrico Vanni (Non-Executive Director)       3,496,361             300,000              200,000              200,000   3,996,361                  0.80%
 Hans Von Celsing (Non-Executive Director)   689,167               293,332                                             982,499                    0.20%
 Lori Cross (Non-Executive Director)         60,417                233,332                                             293,749                    0.06%

 

 

The notification below, which has been made in accordance with the
requirements of the UK Market Abuse Regulation, provides further details.

 

Application has been made for a total of 3,928,998 new Ordinary Shares to be
admitted to trading on AIM ("Admission") and it is expected that Admission
will occur on or around 10 August 2022.

 

Total Voting Rights

 

Following Admission, the Company's enlarged issued share capital will comprise
501,371,209 Ordinary Shares, of 25 pence each ("Ordinary Shares"). This figure
includes the 2,550,000 Subscription Shares also being issued on 10 August
2022, pursuant to the fundraise announced on 28 June 2022. The Company does
not hold any Ordinary Shares in treasury. Therefore, the total number of
Ordinary Shares in the Company with voting rights on Admission will be
501,371,209. The aforementioned 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
share capital of the Company under the FCA's Disclosure Guidance and
Transparency Rules.

 

- ENDS -

 

 

 Advanced Oncotherapy plc                                  www.avoplc.com (http://www.avoplc.com)
 Dr. Michael Sinclair, Executive Chairman                  Tel: +44 (0) 20 3617 8728
 Nicolas Serandour, CEO

 Allenby Capital Limited (Nomad and Joint Broker)
 Nick Athanas / Liz Kirchner (Corporate Finance)           Tel: +44 (0) 20 3328 5656

 Amrit Nahal / Matt Butlin (Sales and Corporate Broking)

 SI Capital Ltd (Joint Broker)
 Nick Emerson                                              Tel: +44 (0) 1483 413 500
 Jon Levinson                                              Tel: +44 (0) 20 3871 4066

 FTI Consulting (Financial PR & IR)                        advancedoncotherapy@fticonsulting.com
                                                           (mailto:advancedoncotherapy@fticonsulting.com)
 Simon Conway / Rob Winder                                 Tel: +44 (0) 20 3727 1000

 

Notes

 

(1)Inclusive of all shares held by Liquid Harmony Ltd, RenHua Zhang, and
associated parties.

 

About Advanced Oncotherapy Plc

 

Advanced Oncotherapy, a UK headquartered company with offices in London,
Geneva, The Netherlands and in the USA, is a provider of particle therapy with
protons that harnesses the best in modern technology. Advanced Oncotherapy's
team "ADAM," based in Geneva, focuses on the development of a proprietary
proton accelerator called, Linac Image Guided Hadron Technology (LIGHT).
LIGHT's compact configuration delivers proton beams in a way that facilitates
greater precision and electronic control.

 

Advanced Oncotherapy will offer healthcare providers affordable systems that
will enable them to treat cancer with innovative technology as well as
expected lower treatment-related side effects.

 

Advanced Oncotherapy continually monitors the market for any emerging
improvements in delivering proton therapy and actively seeks working
relationships with providers of these innovative technologies. Through these
relationships, the Company will remain the prime provider of an innovative and
cost-effective system for particle therapy with protons.

 

Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them.

 

 

 1    Details of the person discharging managerial responsibilities
 a)   Name                                                         PDMRs:

Michael Sinclair  Executive Chairman
                                                                   RenHua Zhang      Non-Executive Director
                                                                   Enrico Vanni      Non-Executive Director

 

 2    Reason for the notification
 a)   Position/status                                              See 1a) above
 b)   Initial notification /Amendment                              Initial notification
 3    Details of the issuer, emission allowance market participant, auction
      platform, auctioneer or auction monitor
 a)   Name                                                         Advanced Oncotherapy plc
 b)   LEI                                                          213800LUDHZOG3YT6C82
 4    Details of the transaction(s): section to be repeated for (i) each type of
      instrument; (ii) each type of transaction; (iii) each date; and (iv) each
      place where transactions have been conducted
 a)   Description of the financial instrument, type of instrument  Ordinary shares of 25p each in Advanced Oncotherapy plc

      Identification code                                          Identification code (ISIN) for Advanced Oncotherapy plc ordinary shares:
                                                                   GB00BD6SX109
 b)   Nature of the transaction                                    Participation in a fundraise
 c)   Price(s) and volume(s)                                       Price: 25p

                                                                   Volumes:

                                                                   Michael Sinclair  430,000
                                                                   RenHua Zhang      140,000
                                                                   Enrico Vanni      200,000

 

 d)   Aggregated information                                       n/a

      - Aggregated volume

      - Price
 e)   Date of the transaction                                      2 August 2022
 f)   Place of the transaction                                     Outside a Trading Venue

 

 

2

Reason for the notification

a)

Position/status

See 1a) above

b)

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor

a)

Name

Advanced Oncotherapy plc

b)

LEI

213800LUDHZOG3YT6C82

4

Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted

a)

 

Description of the financial instrument, type of instrument

Identification code

Ordinary shares of 25p each in Advanced Oncotherapy plc

Identification code (ISIN) for Advanced Oncotherapy plc ordinary shares:
GB00BD6SX109

b)

Nature of the transaction

Participation in a fundraise

c)

Price(s) and volume(s)

Price: 25p

Volumes:

 Michael Sinclair  430,000
 RenHua Zhang      140,000
 Enrico Vanni      200,000

 

 

d)

Aggregated information

- Aggregated volume

- Price

n/a

e)

Date of the transaction

2 August 2022

f)

Place of the transaction

Outside a Trading Venue

 

 

 

 1    Details of the person discharging managerial responsibilities
 a)   Name                                                         PDMRs:

                                                                   RenHua Zhang       Non-Executive Director
                                                                   Michael Bradfield  Non-Executive Director
                                                                   Dr Nick Plowman    Non-Executive Director
                                                                   Enrico Vanni       Non-Executive Director
                                                                   Hans Von Celsing   Non-Executive Director
                                                                   Lori Cross         Non-Executive Director

 

 2    Reason for the notification
 a)   Position/status                                              See 1a) above
 b)   Initial notification /Amendment                              Initial notification
 3    Details of the issuer, emission allowance market participant, auction

    platform, auctioneer or auction monitor

 a)   Name                                                         Advanced Oncotherapy plc
 b)   LEI                                                          213800LUDHZOG3YT6C82
 4    Details of the transaction(s): section to be repeated for (i) each type of
      instrument; (ii) each type of transaction; (iii) each date; and (iv) each
      place where transactions have been conducted
 a)   Description of the financial instrument, type of instrument  Ordinary shares of 25p each in Advanced Oncotherapy plc

      Identification code                                          Identification code (ISIN) for Advanced Oncotherapy plc ordinary shares:
                                                                   GB00BD6SX109
 b)   Nature of the transaction                                    Issue of ordinary shares in consideration of payment of fees
 c)   Price(s) and volume(s)                                       Price: 25p

                                                                   Volumes:

                                                                   RenHua Zhang         113,332
                                                                   Michael Bradfield    296,000
                                                                   Dr Nick Plowman      160,000
                                                                   Enrico Vanni         300,000
                                                                   Hans Von Celsing     293,332
                                                                   Lori Cross           233,332

 

 d)   Aggregated information                                       n/a

      - Aggregated volume

      - Price
 e)   Date of the transaction                                      2 August 2022
 f)   Place of the transaction                                     Outside a Trading Venue

 

 

2

Reason for the notification

a)

Position/status

See 1a) above

b)

Initial notification /Amendment

Initial notification

3

 

Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor

a)

Name

Advanced Oncotherapy plc

b)

LEI

213800LUDHZOG3YT6C82

4

Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted

a)

Description of the financial instrument, type of instrument

Identification code

Ordinary shares of 25p each in Advanced Oncotherapy plc

Identification code (ISIN) for Advanced Oncotherapy plc ordinary shares:
GB00BD6SX109

b)

Nature of the transaction

Issue of ordinary shares in consideration of payment of fees

c)

Price(s) and volume(s)

Price: 25p

Volumes:

 RenHua Zhang         113,332
 Michael Bradfield    296,000
 Dr Nick Plowman      160,000
 Enrico Vanni         300,000
 Hans Von Celsing     293,332
 Lori Cross           233,332

 

 

d)

Aggregated information

- Aggregated volume

- Price

n/a

e)

Date of the transaction

2 August 2022

f)

Place of the transaction

Outside a Trading Venue

 

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