REG - Cellbxhealth PLC - Result of Oversubscribed Placing and Subscription

CellbxhealthAnnouncement

25/11/2025 08:00

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RNS Number : 8917I  Cellbxhealth PLC  25 November 2025

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN ARE RESTRICTED AND ARE
NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, THE
REPUBLIC OF SOUTH AFRICA OR JAPAN OR IN OR INTO ANY OTHER JURISDICTION WHERE
TO DO SO WOULD BREACH ANY APPLICABLE LAW OR REGULATION.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT ITSELF
CONSTITUTE AN OFFER FOR SALE OR SUBSCRIPTION OF ANY SECURITIES IN THE COMPANY.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION,
RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE
ACQUIRE OR DISPOSE OF ANY SECURITIES OF CELLBXHEALTH PLC.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN ARTICLE 7 OF THE
MARKET ABUSE REGULATION NO. 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY
VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED ("MAR"). UPON
THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW
CONSIDERED TO BE IN THE PUBLIC DOMAIN.

CELLBXHEALTH plc

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

Result of Oversubscribed Placing and Subscription

CELLBXHEALTH plc (AIM: CLBX), a leader in circulating tumour cell (CTC)
intelligence, is pleased to announce that it has successfully concluded the
bookbuild which was announced on 24 November 2025 (the "Launch Announcement")
and the Placing, that was oversubscribed, has now closed.

The Fundraising has successfully raised gross proceeds of approximately £6.8
million pursuant to a placing of 501,775,000 Placing Shares and a subscription
for 178,225,000 Subscription Shares, in each case at the Issue Price of 1.0
pence per Ordinary Share.

The Issue Price represents a discount of approximately 38% to the closing
middle market price of 1.6 pence per Ordinary Share, being the last trading
day immediately preceding the Launch Announcement.

The issue of all Fundraising Shares, including the Retail Offer Shares, is
subject to a Share Capital Reorganisation to be approved by Shareholders at
the General Meeting on 15 December 2025.

General Meeting and Admission

As referred to in the Launch Announcement the Company will require further
share authorities to allot the Fundraising Shares and grant the Broker
Warrants. Accordingly, the Placing, the Subscription and the Retail Offer are
each conditional, inter alia, upon Shareholders approving the Resolutions at
the General Meeting of the Company, expected to be held at the offices of
Cavendish, One Bartholomew Close, London, EC1A 7BL on 15 December 2025
at 2:00 p.m. A Circular containing a notice of General Meeting will be
published and notified to Shareholders in due course. The Circular and notice
of General Meeting, once published, will be made available on the Company's
website at https://cellbxhealth.com/.

Subject to the passing of the Resolutions, First Admission in respect of the
15,300,000 First Tranche Placing Shares is expected to occur at 8.00 a.m. on
or around 16 December 2025 and Second Admission in respect of up to
764,700,000 Second Tranche Placing Shares, the Subscription Shares and the
Retail Offer Shares is expected to occur at 8.00 a.m. on 18 December 2025 (or,
in each case, such later time and/or date as Cavendish and the Company and
Cavendish may agree, not  (being no later than 8.00 a.m. on 16 January 2026).

Capitalised terms used but not defined in this announcement have the meanings
given to them in the Launch Announcement, unless context provides otherwise.

Retail Offer

As outlined in the Launch Announcement, in addition to the Placing and
Subscription, the Company will launch a Retail Offer to raise gross proceeds
of up to £1.0m. The Company intends to offer existing retail investors the
opportunity to subscribe for Retail Offer Shares at the Issue Price via the
Bookbuild Platform. A separate announcement will be made in due course
regarding the Retail Offer and its terms. The Placing is not conditional upon
the Retail Offer, and, for the avoidance of doubt, the Retail Offer is not
part of the Placing.

Investors Meet Company

The Company is further pleased to announce that the Company's CEO, Peter
Collins and its Finance Director, Sinead Armstrong will provide a live
presentation relating to the Investor Presentation and Q&A via Investor
Meet Company on 26 November 2025 at 14:00 GMT.

The presentation is open to all existing and potential
shareholders. Questions can be submitted pre-event via your Investor Meet
Company dashboard up until 25 November 2025 at 09:00 GMT, or at any time
during the live presentation.

Investors can sign up to Investor Meet Company for free and add to
meet CELLBXHEALTH PLC via:

https://www.investormeetcompany.com/cellbxhealth-plc/register-investor
(https://url.uk.m.mimecastprotect.com/s/lJRNCmyr0UW8YKoTGfECRBJUe?domain=investormeetcompany.com)

 

Investors who already follow CELLBXHEALTH PLC on the Investor Meet Company
platform will automatically be invited.

 

For further information:

 

 CelLBxHealth plc                                +44 (0) 1483 343434
 Peter Collins, Chief Executive Officer           investor@CelLBxHealth.com

 Cavendish (NOMAD and Broker)

 Geoff Nash / Isaac Hooper (Corporate Finance)   +44 (0) 20 7220 0500

 Sunila de Silva (Corporate Broking)

 Nigel Birks (Life Science Specialist Sales)

 FTI Consulting

 Simon Conway, Ciara Martin, Sam Purewal         +44 (0) 203 727 1000

This Announcement is for information purposes only and does not constitute an
offer to sell or issue or the solicitation of an offer to buy, acquire or
subscribe for shares in the capital of the Company in the United States,
Australia, Canada, Japan or the Republic of South Africa or any other
jurisdiction where such offer or solicitation may be restricted, unlawful or
unauthorised. Any failure to comply with these restrictions may constitute a
violation of the securities laws of such jurisdictions. Subject to certain
exemptions, the securities referred to herein may not be offered or sold in
Canada, Australia, Japan or the Republic of South Africa or to, or for the
account or benefit of any national resident or citizen of Canada, Australia,
Japan or the Republic of South Africa. The Ordinary Shares have not been and
will not be registered under the Securities Act of 1933, as amended (the
"Securities Act") or the securities laws of any other jurisdiction of the
United States, and may not be offered, sold or transferred, directly or
indirectly, in the United States absent registration under the Securities Act
or an available exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and the securities laws of any
other jurisdiction of the United States. No public offering of the shares
referred to in this Announcement is being made in the United States, United
Kingdom, Australia, Canada, Japan, the Republic of South Africa or elsewhere.

About CelLBxHealth plc

 

CelLBxHealth plc is a global precision CTC intelligence company specialising
in innovative circulating tumour cell (CTC) solutions for use in research,
drug development and clinical oncology. Its patent-protected Parsortix®
platform harvests CTCs from blood and can be seamlessly integrated with
existing laboratory instruments for comprehensive downstream analysis -
including whole-cell imaging, proteomic profiling and full genomic workflows.

 

Commercial activities centre on (1) Product Sales:  Accelerating Parsortix
platform adoption and consumable sales through CROs* and clinical lab
partnerships. (2) Laboratory services: Clinical trial support and assay
development. (3)  Lab Developed Tests (LDTs): Strategic partnerships combined
with a focused in-house development programme.

The product portfolio comprises the Parsortix® platform with associated
consumables and assays. Laboratory services are delivered from CelLBxHealth's
GCLP certified UK laboratory, providing bespoke clinical-trial support and
assay development.

For more information, visit https://cellbxhealth.com/.

 

 

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