REG - Arecor Therapeutics - Result of Placing

Arecor TherapeuticsAnnouncement

01/08/2022 15:00

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RNS Number : 4946U  Arecor Therapeutics PLC  01 August 2022

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JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.

1 August 2022

Arecor Therapeutics plc

("Arecor" or the "Company" or the "Group")

Result of Placing

Arecor Therapeutics plc (AIM: AREC), a globally focused
biopharmaceutical company advancing today's therapies to enable healthier
lives, is pleased to announce that further to the announcement made earlier
today (the "Launch Announcement"), an aggregate of 2,000,000 Placing Shares
have been successfully placed by Panmure Gordon with institutional and other
investors at a Placing Price of 300 pence per ordinary share to raise a total
of £6.0 million for the Company (before expenses). This includes
participation in the Placing by certain of the Company's Directors, who have
subscribed an aggregate of £113,271 at the Placing Price for 37,755 Placing
Shares.

The net proceeds of the Placing will be used to support the acquisition of
Tetris Pharma which the Directors believe will help realise Arecor's vision of
becoming a significant self-sustaining biopharmaceutical business. In
particular, the proceeds will be used to provide working capital to Tetris
Pharma to accelerate the roll-out of Ogluo® across the UK and Europe as set
out in the Launch Announcement, alongside payment for initial Ogluo®
inventory and historic one-off liabilities of Tetris Pharma.

The Acquisition is conditional, inter alia, on completion of the Placing.
The Placing in relation to the EIS/VCT Placing Shares remains conditional on,
inter alia, EIS/VCT Admission. The Placing in relation to the General Placing
Shares remains conditional on, inter alia, General Admission. The Placing
Shares will be issued pursuant to the share authorities approved at the
Company's annual general meeting held on 23 May 2022.

Sarah Howell, CEO of Arecor, commented: "We are extremely pleased with the
results of this Placing and we thank our shareholders for their continued
support to enable Arecor's acquisition of Tetris Pharma. We believe this deal
is a strong strategic fit for the Group, bringing a key commercial diabetes
product into our portfolio, complementing our existing specialty hospital
products franchise and offering the potential to accelerate significant
revenue growth. We believe Arecor will be stronger as a result and better
placed to achieve its vision of becoming a significant self-sustaining
biopharmaceutical company."

Dr Shafiq Choudhary, CEO of Tetris Pharma commented: "Becoming part of the
Arecor Group provides Tetris Pharma with a robust platform for growth and from
which to deliver on the commercial potential of Ogluo® in the UK and Europe.
We believe Ogluo®'s simple two-step administration and 99% successful
delivery bring important competitive advantages and can address a significant
market in the UK and Europe. We look forward to joining the Group and working
to realise the value of our existing portfolio and opportunities presented
through Arecor's proven ability to apply its technologies to the enhancement
of specialty hospital products."

Related Party Transaction

As part of the Placing, BGF Investment Management Limited ("BGF"), a
substantial shareholder of the Company and therefore a Related Party as
defined by the AIM Rules ("Related Party"), has subscribed for a total of
266,666 Placing Shares at the Placing Price under the Placing. Following
completion of the Placing, BGF will have an aggregate interest in 4,026,468
Ordinary Shares, representing 13.2 per cent. of the Enlarged Share Capital.

Certain Directors of the Company, being Sarah Howell, Susan Lowther, Andrew
Richards, Sam Fazeli, Jeremy Morgan and Christine Soden, all of whom are
deemed to be a Related Party, have subscribed for a total of 37,755 Placing
Shares at the Placing Price under the Placing. Following completion of the
Placing, the above Directors will have an aggregate interest in 1,372,799
Ordinary Shares, representing approximately 4.5 per cent. of the Enlarged
Share Capital.

Alan Smith, a non-executive Director who is also independent of the Placing,
having consulted with Panmure Gordon, the Company's nominated adviser,
considers that the terms of the participation in the Placing by BGF and
certain Directors are fair and reasonable insofar as the Company's
shareholders are concerned.

Admission and settlement

Application will be made to the London Stock Exchange for the admission of the
Placing Shares and the Initial Consideration Shares to trading on AIM. The
Placing Shares and the Initial Consideration Shares will be issued pursuant to
the existing authorities approved at the Company's annual general meeting held
on 23 May 2022. It is expected that: (i) EIS/VCT Admission will occur, and
that dealings in the EIS/VCT Placing Shares subscribed for pursuant to the
EIS/VCT Placing of 867,212 Ordinary Shares will commence, at 8.00 a.m. on 3
August 2022, and (ii) General Admission will occur, and that dealings in the
General Placing Shares and the Initial Consideration Shares of 1,784,514
Ordinary Shares will commence, at 8.00 a.m. on 4 August 2022. Upon Admission,
the Enlarged Share Capital is expected to be 30,486,750 Ordinary Shares. On
this basis, the Placing Shares will represent approximately 6.6 per cent. of
the Enlarged Share Capital.

The capitalised terms used in this announcement have the same meanings as in
the announcement published by the Company at approximately 7.00 a.m. today
unless otherwise stated.

 

For more information, please contact:

 

 Arecor Therapeutics plc                         www.arecor.com (http://www.arecor.com)
 Dr Sarah Howell, Chief Executive Officer        Tel: +44 (0) 1223 426060

                                                 Email: info@arecor.com (mailto:info@arecor.com)

 Susan Lowther, Chief Financial Officer          Tel: +44 (0) 1223 426060

                                                 Email: info@arecor.com (mailto:info@arecor.com)

 Mo Noonan, Communications                       Tel: +44 (0) 7876 444977

                                                 Email: mo.noonan@arecor.com (mailto:mo.noonan@arecor.com)

 Panmure Gordon (UK) Limited (NOMAD and Broker)
 Freddy Crossley, Emma Earl (Corporate Finance)  Tel: +44 (0) 20 7886 2500

 Rupert Dearden (Corporate Broking)

 Consilium Strategic Communications
 Chris Gardner, David Daley, Angela Gray         Tel: +44 (0) 20 3709 5700

                                                 Email: arecor@consilium-comms.com (mailto:arecor@consilium-comms.com)

 

Notes to Editors

 

About Arecor

Arecor Therapeutics plc is a globally focused biopharmaceutical group
transforming patient care by bringing innovative medicines to market through
the enhancement of existing therapeutic products. By applying our innovative
proprietary formulation technology platform, Arestat™, we are developing an
internal portfolio of proprietary products in diabetes and other indications,
as well as working with leading pharmaceutical and biotechnology companies to
deliver enhanced formulations of their therapeutic products. The Arestat™
platform is supported by an extensive patent portfolio.

 

For further details please see our website, www.arecor.com
(http://www.arecor.com)

 

 

 IMPORTANT NOTICES

No action has been taken by the Company, Panmure Gordon or any of their
respective affiliates, that would, or which is intended to, permit a public
offer of the Placing Shares in any jurisdiction or the possession or
distribution of this announcement or any other offering or publicity material
relating to the Placing Shares in any jurisdiction where action for that
purpose is required. Any failure to comply with these restrictions may
constitute a violation of the securities laws of such jurisdictions. Persons
into whose possession this announcement comes shall inform themselves about,
and observe, such restrictions.

 

No prospectus will be made available in connection with the matters contained
in this announcement and no such prospectus is required (in accordance with
the Prospectus Directive) to be published.

 

THIS ANNOUNCEMENT, INCLUDING THE INFORMATION CONTAINED HEREIN, IS FOR
INFORMATION PURPOSES ONLY, IS NOT INTENDED TO AND DOES NOT CONSTITUTE OR FORM
PART OF ANY OFFER OR INVITATION TO PURCHASE OR SUBSCRIBE FOR, UNDERWRITE, SELL
OR ISSUE OR THE SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE, SELL,
ACQUIRE, DISPOSE OF THE PLACING SHARES OR ANY OTHER SECURITY IN THE UNITED
STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND OR THE REPUBLIC OF
SOUTH AFRICA OR IN ANY JURISDICTION IN WHICH, OR TO ANY PERSONS TO WHOM, SUCH
OFFERING, SOLICITATION OR SALE WOULD BE UNLAWFUL.

 

Panmure Gordon, which is authorised and regulated in the United Kingdom by the
FCA, is acting as nominated adviser and joint broker to the Company in
relation to the Placing, EIS/VCT Admission and General Admission and is not
acting for any other persons in relation to the Placing, the EIS/VCT Admission
and the General Admission. Panmure Gordon is acting exclusively for the
Company and for no one else in relation to the matters described in this
announcement and is not advising any other person and accordingly will not be
responsible to anyone other than the Company for providing the protections
afforded to clients of Panmure Gordon, or for providing advice in relation to
the contents of this announcement or any matter referred to in it. The
responsibilities of Panmure Gordon as the Company's nominated adviser under
the AIM Rules for Companies and the AIM Rules for Nominated Advisers are owed
solely to London Stock Exchange plc and are not owed to the Company or to any
director or shareholder of the Company or any other person, in respect of his
decision to acquire shares in the capital of the Company in reliance on any
part of this announcement, or otherwise.

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 Panmure Gordon or the Company or any of their respective affiliates or any
of their respective directors, officers, employees, advisers or
representatives 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
therefor is expressly disclaimed.

 

This announcement does not identify or suggest, or purport to identify or
suggest, the risks (direct or indirect) that may be associated with an
investment in the Placing Shares. Any investment decision to buy Placing
Shares in the Placing must be made solely on the basis of publicly available
information, which has not been independently verified by Panmure Gordon.

 

The price of Ordinary Shares and any income from them may go down as well as
up and investors may not get back the full amount invested on disposal of the
Ordinary Shares.

 

The Placing Shares will not be admitted to trading on any stock exchange other
than AIM, a market operated by the London Stock Exchange.

 

This announcement may contain "forward-looking statements" which includes all
statements other than statements of historical fact, including, without
limitation, those regarding the Company's financial position, business
strategy, plans and objectives of management for future operations, or any
statements preceded by, followed by or that include the words "targets",
"believes", "expects", "aims", "intends", "will", "may", "anticipates",
"would, "could" or similar expressions or negatives thereof. Such
forward-looking statements involve known and unknown risks, uncertainties and
other important factors beyond the Company's control that could cause the
actual results, performance or achievements of the Company to be materially
different from future results, performance or achievements expressed or
implied by such forward-looking statements. Such forward-looking statements
are based on numerous assumptions regarding the Company's present and future
business strategies and the environment in which the Company will operate in
the future. These forward-looking statements speak only as at the date of this
announcement. None of the Company, Panmure Gordon or their respective
directors, officers, employees, agents, affiliates and advisers, or any other
party undertakes or is under any duty to update this announcement or to
correct any inaccuracies in any such information which may become apparent or
to provide you with any additional information, other than any requirements
that the Company may have under applicable law. To the fullest extent
permissible by law, such persons disclaim all and any responsibility or
liability, whether arising in tort, contract or otherwise, which they might
otherwise have in respect of this announcement. The information in this
announcement is subject to change without notice.

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