REG - Aptamer Group PLC - Results of Placing

AptamerAnnouncement

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RNS Number : 1708Y  Aptamer Group PLC  26 March 2026

 

THIS ANNOUNCEMENT IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR
DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA,
CANADA, AUSTRALIA,  JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER
JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS ANNOUNCEMENT.

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE UK
MARKET ABUSE REGULATIONS. IN ADDITION, MARKET SOUNDINGS (AS DEFINED IN UK MAR)
WERE TAKEN IN RESPECT OF CERTAIN OF THE MATTERS CONTAINED IN THIS
ANNOUNCEMENT, WITH THE RESULT THAT CERTAIN PERSONS BECAME AWARE OF SUCH INSIDE
INFORMATION, AS PERMITTED BY UK MAR. UPON THE PUBLICATION OF THIS
ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC
DOMAIN AND SUCH PERSONS SHALL THEREFORE CEASE TO BE IN POSSESSION OF INSIDE
INFORMATION.

 

26 March 2026

 

Aptamer Group plc

 

("Aptamer", the "Company" or the "Group")

 

Results of Placing

 

Aptamer Group plc (AIM: APTA), the leading developer of next-generation
synthetic binders delivering innovation to the life science
industry, announces that is has successfully raised gross proceeds of £4.275
million before expenses through a placing of 536,666,666 Placing Shares and a
subscription of 175,833,334 Subscription Shares both at the Issue Price of
0.6p per share.

 

The Placing receiving strong support from existing and new investors, allowing
the Company to broaden its institutional following and market support. The
Directors have all subscribed in the Placing.

 

Dr Arron Tolley, Chief Executive Officer, commented:

"Yesterday's interim results confirm the cash position of £1.5 million at 31
December 2025 and the runway to Q2 2027 that we previously communicated. We
are delighted with the strong support we have received in this Fundraise,
including from a number of new investors who share our vision for the
Optimer® platform. With this strong foundation now validated, the £4.275
million we have raised today is primarily for growth. A small portion will be
allocated to working capital, materially extending our runway to 2028 and
providing a clear pathway towards EBITDA breakeven. The majority of the funds
will accelerate our two highest-potential opportunities: the development of
our AI model focused on RNA-binding proteins and transcription factors, and
the generation of key in-vivo animal data for the targeted radiopharmaceutical
programme. These investments will drive the next phase of commercial value
creation from the Optimer® platform."

 

The 536,666,668 Placing Shares comprise 230,083,333 Firm Placing Shares which
have been issued and allotted under the existing authorities to issue shares
and conditional on First Admission and are expected to be admitted to trading
on AIM on around 31 March 2026, and 306,583,333 Conditional Placing Shares
which will be allotted and issued conditional upon the passing of the
Resolutions at the General Meeting expected to be convened for 13 April 2026
.  The issue of the Subscription Shares is also conditional upon the passing
of the Resolutions at the General Meeting expected to be convened for 13 April
2026.  Assuming the Resolutions are passed, admission of the Conditional
Placing Shares and Subscription Shares to trading on AIM is expected on or
around 16 April 2026.

 

Participants in the Placing and Subscription will receive one Warrant to
subscribe for new Ordinary Shares for every three new Ordinary Shares
subscribed for in the Placing and Subscription with an exercise price of 0.9
pence per share (being a 50% premium to the Issue Price) at any time in the
two years following the date of grant. Warrants will be issued following the
General Meeting and settlement of all shares to be issued in connection with
the Fundraise.  Warrants will be issued in either CREST or certificated form,
and will be transferable. No fractions of Warrants will be issued.  The
Warrants will not be listed on AIM or any other exchange. The Warrants are
conditional on the Resolutions being passed at the General Meeting.

 

Concurrent with the Placing and the Subscription, the Company is undertaking a
Retail Offer to existing shareholders for up to £0.5 million also at 0.6p per
share.  A separate announcement launching the Retail Offer will be made
shortly.  Subject to demand, the Company and Turner Pope may decide to
increase the size of the Retail Offer. For the avoidance of doubt, the Retail
Offer is not part of the Placing and is the sole responsibility of the
Company. The Retail Offer Shares are not Firm Placing Shares or Conditional
Placing Shares.

 

Settlement and Admission

The Firm Placing Shares, the Conditional Placing Shares and the Subscription
Shares will, when issued, be credited as fully paid and will be issued subject
to the Company's articles of association and will rank pari passu in all
respects with the existing issued Ordinary Shares in the capital of the
Company, including the right to receive all dividends and other distributions
declared, made or paid on or in respect of such shares by reference to a
record date falling after their issue. Application has been made to the London
Stock Exchange for the Firm Placing Shares to be admitted to trading on AIM.

 

It is expected that admission of the Firm Placing Shares will occur at 8.00
a.m. on 31 March 2026 ("First Admission"). Subject to the passing of the
Resolutions, it is expected that admission of the Conditional Placing Shares,
the Subscription Shares and such number of the Retail Offer Shares as are
subscribed for will occur on Second Admission.

 

General Meeting

The Circular containing a notice convening the General Meeting will be posted
to shareholders on or around 27 March 2026. The General Meeting is expected to
be convened on or around 13 April 2026.

 

Total Voting Rights

Following First Admission, the Company's enlarged issued ordinary share
capital will be 2,927,061,711 Ordinary Shares, with no shares held in
treasury. This figure may be used by shareholders in the Company as the
denominator for the calculations by which they will determine if they are
required to notify their interest in, or a change in their interest in, the
share capital of the Company under the FCA's Disclosure Guidance and
Transparency Rules.

 

Capitalised terms in this announcement have the same meaning as defined in the
announcement made by the Company at 07.13 on 25 March 2026.

 

The person responsible for the release of this announcement is Andrew Rapson,
Chief Financial Officer.

 

For further information please contact:

 

 Aptamer Group plc                                               +44 (0) 1904 217 404

 Dr Arron Tolley, Chief Executive Officer

 SPARK Advisory Partners Limited - Nominated Adviser             +44 (0) 20 3368 3550

 Andrew Emmott / Dillon Wall

 Turner Pope Investments (TPI) Limited - Broker                  +44 (0) 20 3657 0050 

 Andrew Thacker / Guy McDougall

 Northstar Communications Limited - Investor Relations           +44 (0) 113 730 3896

 Sarah Hollins

 

About Aptamer Group

 

Aptamer Group is a leading developer of next-generation synthetic binders
delivering innovation to the life sciences industry. The Group develops
Optimer® binders, advanced molecules that work like antibodies by attaching
to specific targets in the body. These binders are used in medicine,
diagnostic tests, and research tools, offering benefits like high stability,
reliable performance, and lower costs compared to traditional antibodies.

 

Aptamer operates a fee-for-service business in the US$210 billion market for
antibody alternatives, working with all top 10 global pharmaceutical
companies. It is also building valuable Optimer® assets with partners, aiming
for future licensing revenue.

 

Founded in 2008, the Group listed on the London Stock Exchange AIM market in
December 2021 and is headquartered in York, UK.

 

To register for news alerts by email go
to https://aptamergroup.com/investors/investor-news-email-alerts/
(https://aptamergroup.com/investors/investor-news-email-alerts/)

 

IMPORTANT NOTICES

This Announcement may contain "forward-looking statements" with respect to
certain of the Company's plans and its current goals and expectations relating
to its future financial condition, performance, strategic initiatives,
objectives and results.  These forward-looking statements can be identified
by the use of forward-looking terminology, including the terms "believes",
"estimates", "forecasts", "plans", "prepares", "anticipates", "projects",
"expects", "intends", "may", "will", "seeks", "should" or, in each case, their
negative or other variations or comparable terminology, or by discussions of
strategy, plans, objectives, goals, future events or intentions.  These
forward-looking statements include all matters that are not historical
facts.  They appear in a number of places throughout this Announcement and
include statements regarding the Company's or the Directors' intentions,
beliefs or current expectations concerning, amongst other things, the
Company's prospects, growth and strategy.  By their nature, forward-looking
statements involve risks and uncertainties because they relate to events and
depend on circumstances that may or may not occur in the future.
Forward-looking statements are not guarantees of future performance.  The
Company's actual performance, achievements and financial condition may differ
materially from those expressed or implied by the forward-looking statements
in this Announcement.  In addition, even if the Company's results of
operations, performance, achievements and financial condition are consistent
with the forward-looking statements in this Announcement, those results or
developments may not be indicative of results or developments in subsequent
periods.  Any forward-looking statements that the Company makes in this
Announcement speak only as of the date of such statement and (other than in
accordance with their legal or regulatory obligations) neither the Company,
nor the Bookrunner nor any of their respective associates, directors, officers
or advisers undertakes any obligation to update such statements.  Comparisons
of results for current and any prior periods are not intended to express any
future trends or indications of future performance, unless expressed as such,
and should only be viewed as historical data.

 

SPARK, which is authorised and regulated in the United Kingdom by the FCA, is
acting as nominated adviser exclusively for the Company and no one else in
connection with the Placing and the contents of this Announcement and will not
regard any other person (whether or not a recipient of this Announcement) as
its client in relation to the Placing nor will it be responsible to anyone
other than the Company for providing the protections afforded to its clients
or for providing advice in relation to the contents of this Announcement.
Apart from the responsibilities and liabilities, if any, which may be imposed
on SPARK by FSMA or the regulatory regime established thereunder, SPARK
accepts no responsibility whatsoever, and makes no representation or warranty,
express or implied, as to the contents of this Announcement including its
accuracy, completeness or verification or for any other statement made or
purported to be made by it, or on behalf of it, the Company or any other
person, in connection with the Company and the contents of this Announcement,
whether as to the past or the future. SPARK accordingly disclaims all and any
liability whatsoever, whether arising in tort, contract or otherwise (save as
referred to above), which it might otherwise have in respect of the contents
of this Announcement or any such statement.

 

Turner Pope, which is authorised and regulated in the United Kingdom by the
FCA, is acting as broker and sole bookrunner exclusively for the Company and
no one else in connection with the Placing and the contents of this
Announcement and will not regard any other person (whether or not a recipient
of this Announcement) as its client in relation to the Placing nor will it be
responsible to anyone other than the Company for providing the protections
afforded to its clients or for providing advice in relation to the contents of
this Announcement. Apart from the responsibilities and liabilities, if any,
which may be imposed on Turner Pope by FSMA or the regulatory regime
established thereunder, Turner Pope accepts no responsibility whatsoever, and
makes no representation or warranty, express or implied, as to the contents of
this Announcement including its accuracy, completeness or verification or for
any other statement made or purported to be made by it, or on behalf of it,
the Company or any other person, in connection with the Company and the
contents of this Announcement, whether as to the past or the future. Turner
Pope accordingly disclaims all and any liability whatsoever, whether arising
in tort, contract or otherwise (save as referred to above), which it might
otherwise have in respect of the contents of this Announcement or any such
statement.

 

No representation or warranty, express or implied, is or will be made as to,
or in relation to, and no responsibility or liability is or will be accepted
by the Bookrunner or by any of its affiliates or agents as to, or in relation
to, the accuracy or completeness of this Announcement or any other written or
oral information made available to or publicly available to any interested
party or its advisers, and any liability therefore is expressly disclaimed.

 

No statement in this Announcement is intended to be a profit forecast or
estimate, and no statement in this Announcement should be interpreted to mean
that earnings per share of the Company for the current or future financial
years would necessarily match or exceed the historical published earnings per
share of the Company.

 

The price of shares and any income expected from them may go down as well as
up and investors may not get back the full amount invested upon disposal of
the shares.  Past performance is no guide to future performance, and persons
needing advice should consult an independent financial adviser.

 

The new Ordinary Shares to be issued pursuant to the Fundraise will not be
admitted to trading on any stock exchange other than AIM.

 

Neither the content of the Company's website nor any website accessible by
hyperlinks on the Company's website is incorporated in, or forms part of, this
Announcement.

 

This Announcement has been issued by, and is the sole responsibility of, the
Company.

 

 INFORMATION TO DISTRIBUTORS

 

UK product governance

 

This Announcement contains "forward-looking statements" which include all
statements other than statements of historical fact, including, without
limitation, those regarding the Company's future financial condition, economic
performance, revenues, capital expenditures, expenses, losses, prospects,
strategic initiatives, objectives and results.   Without limitation, any
statements preceded or followed by, or that include, the words "believes",
"targets", "plans", "estimates", "forecasts", "plans", "prepares",
"anticipates", "projects", "expects", "aims", "intends", "may", "will",
"seeks", "should" or, in each case, their negative or other variations or
comparable terminology are forward-looking statements.  These forward-looking
statements are not guarantees of future performance and involve known and
unknown risks, uncertainties and other important factors beyond the control of
the Company (including but not limited to future market conditions,
legislative and regulatory changes, changes in the political, social or
economic framework in which the Company operates) which may cause the actual
result, performance or achievements of the Company or any company, person or
industry, to be materially different from any results, performance or
achievements expressed or implied by such forward-looking statements.  These
forward-looking statements are based on numerous assumptions regarding the
present and future business strategies of the Company or any such company,
person or industry and the environment in which each will operate in the
future.  Investors should not place undue reliance on such forward-looking
statements. All forward-looking statements in this Announcement are based on
information available to the Directors at the date of this Announcement,
unless some other time is specified in relation to them, and the publication
of this Announcement shall not give rise to any implication that there has
been no change in the fact set forth herein since such date. Other than in
accordance with their legal or regulatory obligations (including those set out
in the AIM Rules, the Takeover Code, the POATR and/or FSMA),  neither the
Company, nor the Bookrunner nor any of their respective associates, directors,
officers or advisers undertakes any obligation to update publicly or revise
any forward-looking statements (including to reflect any change in
expectations with regard thereto or any change in events, conditions or
circumstances on which any such statement is based).  Comparisons of results
for current and any prior periods are not intended to express any future
trends or indications of future performance, unless expressed as such, and
should only be viewed as historical data.

 

For the avoidance of doubt, the Target Market Assessment does not constitute:
(a) an assessment of suitability or appropriateness for the purposes of
Chapter 9A or 10A respectively of the FCA Handbook Conduct of Business
Sourcebook; or (b) a recommendation to any investor or group of investors to
invest in, or purchase, or take any other action whatsoever with respect to
the Placing Shares.

 

Each distributor is responsible for undertaking its own target market
assessment in respect of the Placing Shares and determining appropriate
distribution channels.

 

EEA product governance

 

Solely for the purposes of the product governance requirements contained
within: (a) EU Directive 2014/65/EU on markets in financial instruments, as
amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive
(EU) 2017/593 supplementing MiFID II; and (c) local implementing measures in
the European Economic Area (together, the "MiFID II Product Governance
Requirements"), and disclaiming all and any liability, whether arising in
tort, contract or otherwise, which any "manufacturer" (for the purposes of the
MiFID II Product Governance Requirements) may otherwise have with respect
thereto, the Placing Shares have been subject to a product approval process,
which has determined that the Placing Shares are: (i) compatible with an end
target market of (a) retail investors, (b) investors who meet the criteria of
professional clients and (c) eligible counterparties, each as defined in MiFID
II; and (ii) eligible for distribution through all distribution channels as
are permitted by MiFID II (the "EU Target Market Assessment").
Notwithstanding the EU Target Market Assessment, distributors should note
that: the price of the Placing Shares may decline and investors could lose all
or part of their investment; the Placing Shares offer no guaranteed income and
no capital protection; and an investment in the Placing Shares is compatible
only with investors who do not need a guaranteed income or capital protection,
who (either alone or in conjunction with an appropriate financial or other
adviser) are capable of evaluating the merits and risks of such an investment
and who have sufficient resources to be able to bear any losses that may
result therefrom.  The EU Target Market Assessment is without prejudice to
the requirements of any contractual, legal or regulatory selling restrictions
in relation to the Placing.  Furthermore, it is noted that, notwithstanding
the EU Target Market Assessment, the Bookrunner will only procure investors
who meet the criteria of professional clients and eligible counterparties.

 

For the avoidance of doubt, the EU Target Market Assessment does not
constitute: (a) an assessment of suitability or appropriateness for the
purposes of MiFID II; or (b) a recommendation to any investor or group of
investors to invest in, or purchase, or take any other action whatsoever with
respect to the Placing Shares.

 

Each distributor is responsible for undertaking its own target market
assessment in respect of the Placing Shares and determining appropriate
distribution channels.

 

 

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