REG - Aptamer Group PLC - Result of General Meeting
17/08/2023 13:00
For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20230817:nRSQ6765Ja&default-theme=true
RNS Number : 6765J Aptamer Group PLC 17 August 2023
THIS ANNOUNCEMENT (THE "ANNOUNCEMENT") AND THE INFORMATION CONTAINED IN IT, IS
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, ITS TERRITORIES AND
POSSESSIONS, ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA
(COLLECTIVELY, THE "UNITED STATES"), AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH
AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION, RELEASE
OR DISTRIBUTION WOULD BE UNLAWFUL.
FURTHER, THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN
OFFER OF SECURITIES IN ANY JURISDICTION.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.
17 August 2023
Aptamer Group plc
("Aptamer Group", "APTA" or the "Company")
Result of General Meeting
Update on Fundraise, Strategy, Board Changes, Change of Broker, Broker
Research Marketing Communication and PDMR Dealings
Aptamer Group (AIM:APTA), the developer of novel Optimer® binders to enable
innovation in the life sciences industry, is pleased to announce that, further
to the Company's announcement on 31 July 2023, at its general meeting held
today, all resolutions were passed.
Accordingly, all of the proposals set out in the circular dated 31 July 2023
will proceed.
Fundraise
Further to the Company's announcement on 31 July 2023, following shareholder
approval at the general meeting today, the Company has successfully raised
£3.6 million (before costs) by way of a Placing and Subscription. The
Company intends to use the net proceeds of the Fundraise for working capital
purposes, with the aim of reaching an EBITDA and cash break even position
within two years.
In aggregate, 370,000,000 new Ordinary Shares have been issued at a price of
1p each in connection with the Fundraise, of which 10,318,390 new Ordinary
Shares were admitted to trading on AIM on 4 August 2023 and the remaining
359,681,610 new Ordinary Shares are expected to be admitted to trading on AIM
on 21 August 2023.
Certain of the existing Directors, all of the of Proposed Directors and
certain senior managers have participated in the Fundraise, contributing
£269,900 in aggregate to the total raised. Following completion of the
Fundraise, the continuing board and certain senior managers will hold in
aggregate approximately 12.37 per cent of the issued share capital.
Strategy
The Company will focus on tight costs discipline with the intention of
reaching an EBITDA and cash break even position within two years.
Consequently, budgeted costs for premises, overheads and development,
directors and staff are targeted to be reduced from approximately £6.4
million (unaudited) in the year ended 30 June 2023 to approximately £3.5
million for the current financial year. This reset of the cost base is
expected to be completed by the end of September 2023 with a reduction in
operational headcount to the level required to meet forecasted revenues over
the next several years.
Research and development activities will focus on process improvements to
reduce delivery timelines or increase margins, cost reduction activities, and
driving recurring revenues through customer support. It is intended that
higher risk development work will in whole or part be funded via grants and
collaborations that will be sought to minimise the impact on working capital
requirements.
In order to achieve EBITDA and cash break even position during the year ending
30 June 2025, the Company is targeting revenue of £3.0 million for the
current financial year, rising to £6.0 million for the year ending 30 June
2026. These figures are significantly lower than previous targets and
reflect a change of emphasis in setting expectations. These revised targets
are mainly based on expectations of fee-for-service revenues for contract
research, with minimal expectation for licensing revenues.
Aptamer's model will remain to use its contract research relationships as a
platform to build lower-risk fee-for-service revenues and horizon scan for
material licence fee opportunities. Under the revised strategy, the
Company's focus will be on developing the core fee-for-service revenues to
achieve profitability. The Company has already announced the signing of four
contracts with a combined value of up to £507,000 for the current financial
year (subject to ongoing commercial and scientific attrition), which form part
of a current rolling pipeline of £2.2 million (which is risk adjusted for
commercial and scientific attrition) across 30 discrete projects.
Aptamer will continue to target opportunities to licence its technology to the
developers of diagnostic tests and therapeutics. If successful, these
opportunities have the potential to generate material recurring revenue
streams. Since IPO, Aptamer has found that whilst there is significant
appetite for its technology, reaching and securing licensing agreements is
taking much longer than anticipated and can be impacted by factors outside the
Group's control. Hence, the Group is re-focusing its efforts to ensure that
it is sustainable on a lower level of fee-for-service work, whilst retaining
the potential upside from these longer-term opportunities.
Board Changes
With effect from 21 August 2023, the board will comprise:
· Stephen Hull (Executive Chairman)
· Dr Arron Tolley (Chief Technical Officer)
· Dr David Bunka (Chief Scientific Officer)
· Dean Fielding (Independent Non-Executive Director)
· Dr Adam Hargreaves (Independent Non-Executive Director).
In addition, on the senior leadership team, Andrew Rapson, the current Head of
Finance, will become Chief Financial Officer and Alastair Fleming remains as
Chief Operating Officer.
The resignations of Dr Ian Gilham (Executive Chairman), Dr Rob Quinn (Interim
Chief Executive Officer and Chief Financial Officer), Dr John Richards
(Non-Executive Director) and Angela Hildreth (Non-Executive Director) take
effect from Second Admission (scheduled for 8.00am on 21 August 2023).
The Company intends to appoint a Chief Executive Officer when appropriate to
do so.
Further information on the new directors and the participation of existing
Directors, Proposed Directors and senior managers in the Fundraise, are set
out at the end of this announcement.
Change of Broker
With immediate effect, Turner Pope Investments (TPI) Limited ("Turner Pope")
has been appointed as the Company's sole broker.
Broker Research Marketing Communication
Turner Pope published a research marketing communication on the Company on 31
July 2023, which is available by registering at
https://forms.office.com/e/fHknMG5Fn7 (https://forms.office.com/e/fHknMG5Fn7)
Admission and Total Voting Rights
Application has been made to the London Stock Exchange for the admission of
the Conditional Placing Shares, Subscription Shares and Settlement Shares, a
total of 359,681,610 shares, to trading on AIM ("Admission").
Admission is expected to occur on or around 8.00 a.m. on 21 August 2023.
Following Admission the Company will have 439,091,717 ordinary shares of
£0.001 each in issue. The Company does not hold any shares in treasury and
all of the Ordinary Shares have equal voting rights. Therefore, this figure
represents the total voting rights in the Company and may be used by
shareholders as the denominator for the calculations by which they can
determine if they are required to notify their interest in, or a change to
their interest in the Company under the Rules.
Steve Hull, Proposed Executive Chairman, commented:
"We are delighted to have completed this £3.6m fundraise, which provides a
platform for the Company to focus on its near-term strategy, implementing
tight costs discipline with the intention of reaching an EBITDA and cash break
even position within two years. I am very pleased with the support shown by
both departing Directors and incoming Directors in participating in the
Fundraise, contributing £269,900 in total. I'd also like to take the
opportunity to thank the outgoing board."
For further information, please contact:
Aptamer Group plc +44 (0) 1904 217 404
Dr Rob Quinn
SPARK Advisory Partners Limited - Nominated Adviser +44 (0) 20 3368 3550
Andrew Emmott / Mark Brady / Adam Dawes
Turner Pope Investments (TPI) Ltd - Broker +44 (0) 20 3657 0050
James Pope / Andrew Thacker
Consilium Strategic Communications +44 (0) 20 3709 5700
Matthew Neal / Lucy Featherstone
aptamergroup@consilium-comms.com (mailto:aptamergroup@consilium-comms.com)
Unless otherwise indicated, capitalised terms in this announcement have the
meaning given to them in the Company's announcement dated 31 July 2023.
This announcement contains inside information for the purposes of Article 7 of
Regulation (EU) No 596/2014 as it forms part of UK domestic law by virtue of
the European Union (Withdrawal) Act 2018.
About Aptamer Group plc
Aptamer (http://www.aptamergroup.com/) develops custom affinity binders
through its proprietary Optimer(®) platform to enable new approaches in
therapeutics, diagnostics, and research applications. The Company strives to
deliver transformational solutions that meet the needs of life science
researchers and developers through the use of its proprietary Optimer
platform.
Optimer binders are oligonucleotide affinity ligands that can function as an
antibody alternative. The global affinity ligand market is currently worth
over $170 billion. Optimer binders are engineered to address many of the
issues found with alternative affinity molecules, such as antibodies, and
offer new, innovative solutions to bioprocessing, diagnostic and
pharmaceutical scientists.
Aptamer has successfully delivered projects for global pharma companies,
diagnostic development companies, and research institutes covering a range of
targets and applications with the objective of establishing royalty-bearing
licenses. Through the unique Optimer technology and processes, scientists
and collaborators can make faster, more informed decisions that support
discovery and development across the Life Sciences.
Directors', Proposed Directors' and senior managers' participation in the
Fundraise
As previously announced, the following Directors, Proposed Directors and
senior managers (PDMRs) participated in the Fundraise:
Name Number of Shares in the Fundraising Amount Shareholding on Admission Percentage of enlarged share capital
Directors
Dr Ian Gilham (Executive Chairman) 2,000,000 £20,000 2,021,367 0.46
Dr Rob Quinn (Interim Chief Executive Officer and Chief Financial Officer) 2,000,000 £20,000 2,000,000 0.46
Dr David Bunka (Chief Scientific Officer) 1,000,000 £10,000 13,524,200 3.08
Proposed Directors
Stephen Hull (Proposed Executive Chairman)* 1,000,000 £10,000 3,786,400 0.86
Dr Arron Tolley (Proposed Chief Technical Officer) 1,000,000 £10,000 16,794,200 3.82
Dean Fielding (Proposed Non-Executive Director) 1,490,000 £14,900 1,727,400 0.39
Dr Adam Hargreaves (Proposed Non-Executive Director) 17,500,000 £175,000 17,500,000 3.99
Senior managers (PDMRs)
Andrew Rapson (CFO) 500,000 £5,000 500,000 0.11
Alistair Fleming (COO) 500,000 £5,000 500,000 0.11
Total 26,990,000 £269,900 58,353,567 13.29
* includes 1,350,000 shares held by Mrs Valerie Hull, the wife of Mr Stephen
Hull
Further Disclosure regarding the Proposed Directors
Stephen (Steve) Hull - Executive Chairman (aged 69 years)
Steve is an experienced company director and entrepreneur, having started,
acquired, developed and successfully exited a number of businesses. He was
previously chairman of Aptamer Group until the IPO in December 2021.
Dr Arron Tolley - Chief Technology Officer (aged 45 years)
Arron is the founder of Aptamer Group and was CEO from 2008 - 2023. Arron
holds a Ph.D. in Molecular Biology and Biophysics from the University of
Leeds and a B.Sc. in Molecular Medicine. Arron has over 19 years'
experience in the field of nucleic acid biology and has expertise in the
development of aptamers against multiple target types, including complex
cellular targets in model disease systems. Arron led the growth of the
company from a small laboratory built in the basement of his house to a
successful aptamer development company. Arron led the business through
various stages of growth, and funding, including the AIM IPO in December
2021. Arron has extensive experience in business development, business
administration and translational science and holds an honorary professorship
for translational science and entrepreneurship from the University of Surrey.
Dean Fielding - Independent Non-Executive Director (aged 57 years)
Dean is an independent non-executive director and chair of the audit committee
at The Property Franchise Group plc. He was previously Group Finance
Director of LSL Property Services plc, Finance Director of Your Move and a
non-executive director of Hunters Property plc, in addition to a variety of
consultancy and other non-executive roles.
Dr Adam Hargreaves - Independent Non-Executive Director (aged 44 years)
Dr Adam Hargreaves is the founder of PathCelerate Limited, a contract research
pharmaceutical efficacy and safety company. Spanning a 20-year career, he
previously worked for AstraZeneca, and has interests and skills in preclinical
and translational small molecule, biologic, and RNA-based pharmaceuticals.
PathCelerate has provided preclinical and clinical drug discovery and
development assistance to a number of global pharmaceutical companies, in
addition to a wide and diverse range of small- and medium-sized biotechnology
and medical device firms; assisting in the generation of numerous
Investigational New Drug and Clinical Trial Application submissions.
Adam is a Fellow of the Royal College of Pathologists and is a board-certified
Diplomate of the American College of Veterinary Pathology. His PhD research
encompassed oncology medicine safety and he has held posts including President
of the British Society of Toxicologic Pathology and Visiting Professor at the
University of Surrey, where he lectures in pharmaceutical efficacy and
safety. He is a keen investor in small-cap drug discovery and biotechnology
AIM stocks, and takes a particular interest in how such companies attract both
retail and institutional investment via portfolio expansion and pertinent news
flow.
Directorships and former directorships
Stephen Hull (aged 69):
Current directorships and/or partnerships Former directorships and/or partnerships (within the last five years):
SVG property investments ltd Noverre limited
SVG properties llp
Stonegrave construction limited
Stonegrave properties limited
Dr Arron Craig Tolley (aged 45):
Current directorships and/or partnerships Former directorships and/or partnerships (within the last five years):
Aptamer Diagnostics Limited Aptamer Therapeutics Limited
Aptamer Diagnostics Limited Aptasort Limited
Aptamer Solutions Limited
Dr Adam Hargreaves (aged 44):
Current directorships and/or partnerships Former directorships and/or partnerships (within the last five years):
Pathcelerate Limited
Dean Andrew Fielding (aged 57):
Current directorships and/or partnerships Former directorships and/or partnerships (within the last five years):
The Cyrenians Ltd Hunters Property plc
Dexters London Limited
The Property Franchise Group plc
D. Fielding Limited
Save as disclosed above, there are no further disclosures in relation to the
new directors pursuant to Schedule 2(g) of the AIM Rules for Companies.
The following disclosures are made in accordance with the requirements of the
UK version of the EU Market Abuse Regulation (2014/596) which is part of UK
law by virtue of the European Union (Withdrawal) Act 2018, as amended and
supplemented from time to time, and provide detail in relation to the purchase
of ordinary shares by directors and other PDMRs in the Company.
NOTIFICATIONS AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING
MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Dr David Bunka
2 Reason for the notification
a) Position/status Executive Director - PDMR
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Aptamer Group plc
b) LEI 213800Y4XGH3WJNBE686
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 £0.001 each
Identification code GB00BNRRP542
b) Nature of the transaction Acquisition of shares
c) Price(s) and volume(s)
Price(s) Volume(s)
1p 1,000,000
d) Aggregated information n/a
- Aggregated volume
- Price
e) Date of the transaction 31 July 2023
f) Place of the transaction Off market
d)
Aggregated information
n/a
- Aggregated volume
- Price
e)
Date of the transaction
31 July 2023
f)
Place of the transaction
Off market
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Dr Arron Tolley
2 Reason for the notification
a) Position/status PDMR
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Aptamer Group plc
b) LEI 213800Y4XGH3WJNBE686
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 £0.001 each
Identification code GB00BNRRP542
b) Nature of the transaction Acquisition of shares
c) Price(s) and volume(s)
Price(s) Volume(s)
1p 1,000,000
d) Aggregated information n/a
- Aggregated volume
- Price
e) Date of the transaction 31 July 2023
f) Place of the transaction Off market
d)
Aggregated information
n/a
- Aggregated volume
- Price
e)
Date of the transaction
31 July 2023
f)
Place of the transaction
Off market
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Alistair Fleming
2 Reason for the notification
a) Position/status COO - PDMR
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Aptamer Group plc
b) LEI 213800Y4XGH3WJNBE686
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 £0.001 each
Identification code GB00BNRRP542
b) Nature of the transaction Acquisition of shares
c) Price(s) and volume(s)
Price(s) Volume(s)
1p 500,000
d) Aggregated information n/a
- Aggregated volume
- Price
e) Date of the transaction 31 July 2023
f) Place of the transaction Off market
d)
Aggregated information
n/a
- Aggregated volume
- Price
e)
Date of the transaction
31 July 2023
f)
Place of the transaction
Off market
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Andrew Rapson
2 Reason for the notification
a) Position/status CFO - PDMR
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Aptamer Group plc
b) LEI 213800Y4XGH3WJNBE686
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 £0.001 each
Identification code GB00BNRRP542
b) Nature of the transaction Acquisition of shares
c) Price(s) and volume(s)
Price(s) Volume(s)
1p 500,000
d) Aggregated information n/a
- Aggregated volume
- Price
e) Date of the transaction 31 July 2023
f) Place of the transaction Off market
d)
Aggregated information
n/a
- Aggregated volume
- Price
e)
Date of the transaction
31 July 2023
f)
Place of the transaction
Off market
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END ROMNKOBQDBKDAFDRecent news on Aptamer
See all newsREG - Aptamer Group PLC - Holding(s) in Company
AnnouncementREG - Aptamer Group PLC - Holding(s) in Company
AnnouncementREG - Aptamer Group PLC - Holding(s) in Company
AnnouncementREG - Aptamer Group PLC - Top Pharma Company evaluates Optimer for medicine
AnnouncementREG - Aptamer Group PLC - TR-1: Notification of major holdings
Announcement