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REG - Celadon Pharma. PLC - Fundraise, Update on Future CLN Financing & TVR

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RNS Number : 5253W  Celadon Pharmaceuticals PLC  12 December 2023

Celadon Pharmaceuticals Plc

 

("Celadon" or the "Company" or the "Group")

 

Fundraise, Update on Future Convertible Loan Note Financing and Total Voting
Rights

 

London, 12 December 2023 - Celadon Pharmaceuticals Plc (AIM: CEL), a UK-based
pharmaceutical company focused on the development, production and sale of
breakthrough cannabis-based medicines, today announces that it has raised
£2.0m (the "Fundraise") through a placing and subscription of 1,739,130 new
ordinary shares of 1 pence each in the Company ("New Ordinary Shares"). The
New Ordinary Shares will be issued at a price of 115 pence per share (the
"Fundraise Price"), which represents a premium of approximately 5.5 per cent
to the previous day closing share price of 109 pence per share on 11 December
2023, being the last practicable date prior to the publication of this
announcement.

 

Application will be made for admission of the New Ordinary Shares to trading
on AIM ("Admission"). It is expected that Admission will occur on or around 18
December 2023.

 

The net proceeds, via the Fundraise, will provide the Company with additional
working capital. The Directors can confirm that having regard to the proceeds
of the Fundraise and the credit facility available to the Group, the working
capital available to the Company will be sufficient for its present
requirements, that is for at least 12 months from the date of Admission.

 

The Company's pre-existing authority to allot ordinary shares, granted at
the 2023 AGM, is sufficient to allot the New Ordinary Shares.

 

Global Investment Strategy UK Limited assisted in the placing.

 

Update on Convertible Loan Note Financing

 

As previously announced on 13 October 2023, the Company is seeking to raise
further funding through the issuance of Convertible Loan Notes ("CLN
Financing"). Funds raised from the CLN Financing will be in addition to the
net proceeds received by the Company from the Fundraise as set out above.
Subsequent to the expressions of interest received from potential investors at
the time of CLN Financing announcement, additional potential investors have
expressed an interest in subscribing for the Convertible Loan Notes and the
directors are pleased with progress to date.

 

The anticipated terms for the Convertible Loan Notes remain that they will be
issued at par with a 5 year term and will be unsecured.  The notes are
expected to carry a coupon of 10 per cent. per annum and to be convertible at
the option of the investor after 2 years, or to be mandatorily converted into
ordinary shares of 1 pence each ("Ordinary Shares") on a qualifying financing
to be determined or change of control of the Company.

 

Proceeds raised from the CLN Financing will provide the Company with
additional working capital and to accelerate the expansion of fitting out
Phase 2 of its Midlands production facility.

 

Total Voting Rights

 

On Admission the Company's issued share capital will consist of 64,208,903
Ordinary Shares, with one voting right each. The Company does not hold any
shares in treasury. Therefore the total number of Ordinary Shares and voting
rights in the Company will be 64,208,903. 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 to their interest in, the share capital of the Company under the FCA's
Disclosure and Transparency Rules.

 

James Short, CEO of Celadon, commented:

 

"Following the signing of our first three supply contracts this year, and the
imminent delivery of the first shipments to our UK customers, we have taken
the opportunity to secure £2.0m of additional working capital at an
attractive issue price compared to the current one. The Company is now well
funded to deliver on its current commitments.

 

"Investor interest in the CLN is encouraging. We look forward to securing
further funds to accelerate the fit out of Phase 2 of the Group's UK based
indoor hydroponic cultivation facility, and the delivery of our product to our
current and future customers.

 

"I am grateful for the support shown by our new and existing shareholders as
we pursue our primary mission of improving the quality of life for patients
most in need."

 

Enquiries:

 Celadon Pharmaceuticals Plc
 James Short                                                                                          Via Powerscourt

 Jonathan Turner

 Canaccord Genuity Limited (Nominated Adviser and Broker)
 Bobbie Hilliam / Andrew Potts                                                                        +44 (0)20 7523 8000

 Global Investment Strategy UK Limited (Joint Broker)

 Callum                                                                                               +44 (0)20 7048 9400
 Hill

 Powerscourt Group
 Sarah MacLeod / Nick Johnson / Sam Austrums                                                          +44 (0)20 7250 1446

About Celadon Pharmaceuticals Plc

Celadon Pharmaceuticals Plc is a UK based pharmaceutical company focused on
the research, cultivation, manufacturing, and sale of breakthrough
cannabis-based medicines. Its primary focus is on improving quality of life
for chronic pain sufferers, as well as exploring the potential of
cannabis-based medicines for other conditions such as autism. Its 100,000 sq.
ft UK facility is EU-GMP approved and comprises indoor hydroponic cultivation,
proprietary GMP extraction and manufacturing and an analytical and R&D
laboratory. Celadon's Home Office licence allows for the commercial supply of
its GMP pharmaceutical cannabis product. The Group owns an approved clinical
trial using cannabis based medicinal products to treat chronic pain in the UK.
Celadon also has a minority interest in early-stage biopharma Kingdom
Therapeutics which is developing a licensed cannabinoid medicine to treat
children with Autism Spectrum Disorder.

 

For further information please visit our website www.celadonpharma.co.uk
(http://www.celadonpharma.co.uk)

 

This announcement contains inside information for the purposes of article 7 of
the Market Abuse Regulation (EU) 596/2014 as amended by 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.

 

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