REG - Feedback PLC - Successful Fundraising upscaled to c. £5.57m

FeedbackAnnouncement

04/11/2024 16:00

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RNS Number : 8707K  Feedback PLC  04 November 2024

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO OR FROM THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA,
THE REPUBLIC OF SOUTH AFRICA OR JAPAN 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 IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR
CONTAIN AN INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY
PERSON TO SUBSCRIBE FOR, ACQUIRE OR DISPOSE OF ANY SHARES OR SECURITIES IN ANY
JURISDICTION IN WHICH SUCH INVITATION, SOLICITATION, RECOMMENDATION, OFFER,
SUBSCRIPTION OR SALE WOULD BE UNLAWFUL UNDER THE SECURITIES LAWS OF ANY SUCH
JURISDICTION.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION
(EU) 596/2014 AS IT FORMS PART OF DOMESTIC LAW IN THE UNITED KINGDOM BY
VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("MAR"). IN ADDITION,
MARKET SOUNDINGS (AS DEFINED IN MAR) WERE TAKEN IN RESPECT OF THE PLACING WITH
THE RESULT THAT CERTAIN PERSONS BECAME AWARE OF INSIDE INFORMATION (AS DEFINED
IN MAR), AS PERMITTED BY MAR. THIS INSIDE INFORMATION IS SET OUT IN THIS
ANNOUNCEMENT. THEREFORE, THOSE PERSONS THAT RECEIVED INSIDE INFORMATION IN A
MARKET SOUNDING ARE NO LONGER IN POSSESSION OF SUCH INSIDE INFORMATION
RELATING TO THE COMPANY AND ITS SECURITIES.

4 November 2024

Feedback plc

 

("Feedback", or the "Company")

 

Successful Fundraising upscaled to c. £5.57 million

 

Feedback plc, the clinical infrastructure specialist, is pleased to announce,
following the announcement made earlier today, the successful completion of
the Placing and Subscription at the Issue Price of 20 pence per share to
raise in aggregate approximately £5.57 million. Panmure Liberum acted as
Nominated Adviser, Sole Bookrunner and Sole Broker in connection with the
Placing, conducted by way of an accelerated book build process.

The total gross proceeds of the Placing of approximately £5.50 million have
been upsized from the initial target of £5.20 million, with a number of new
investors participating in the Placing alongside existing Shareholders.
Additional demand above £5.50 million was subject to scale back.

In addition to the Placing, certain of the Directors of the Company and other
existing Shareholders have conditionally subscribed for 352,500 New Ordinary
Shares at the Issue Price through the Subscription raising £70,500.

Together, the Placing and the Subscription will raise gross proceeds of
approximately £5.57 million through the issue of an aggregate 27,852,500 New
Ordinary Shares.

The Issue Price represents a discount of approximately 55 per cent. to the
closing mid-market price of 44.5 pence per Ordinary Share on 1 November
2024, being the last practicable date prior to the Launch Announcement.

RETAIL OFFER

As announced earlier today, the Company also launched the Retail Offer through
the Winterflood Retail Access platform to raise up to a further £1 million of
gross proceeds (the "Retail Offer" and together with the Placing and
Subscription, the "Fundraising"). The Retail Offer is expected to close at
4:30 p.m. on 5 November 2024, or such later time and date as the Company,
Panmure Liberum and Winterflood may agree, the results of which are expected
to be announced on or around 6 November 2024.

 

Admission

Application will be made for the Placing Shares, Subscription Shares and
Retail Offer Shares to be admitted to trading on AIM, which is expected to
occur at 8.00 a.m. on 29 November 2024, subject to, amongst other things,
the approval of the Fundraising Resolutions at the Annual General Meeting.

Related Party Transactions

Shareholder participation

Unicorn Asset Management ("Unicorn") and Octopus Investments ("Octopus") are
considered to be related parties of the Company for the purposes of Rule 13 of
the AIM Rules for Companies by virtue of their status as substantial
shareholders of the Company.

Unicorn has conditionally agreed to subscribe for 4,500,000 Placing Shares,
and Octopus has conditionally agreed to subscribe for 275,000 Placing Shares,
both at the Issue Price, as part of the Placing (the "Shareholder RPT").

Additionally Unicorn has provided an irrevocable agreement to vote in favour
of the Fundraising Resolutions at the AGM in respect of their own beneficial
holdings totalling 2,428,571 Ordinary Shares, representing approximately 18.2
per cent. of the Company's existing issued share capital.

Director participation

The following Directors, all of which are deemed to be related parties
pursuant to Rule 13 of the AIM Rules for Companies, have conditionally
subscribed for New Ordinary Shares at the Issue Price in the following amounts
as part of the Subscription (the "Directors' RPT"):

 Director             Existing beneficial shareholding                    New Ordinary Shares subscribed for        Shareholding on Admission  Shareholding as a percentage of the Enlarged Share Capital upon Admission*
 Rory Shaw                       78,573                                   25,000                                    103,573                    0.2
 Tom Oakley                                -                              50,000                                    50,000                     0.1
 Anesh Patel                               -                              30,000                                    30,000                     0.1
 Annemijn Eschauzier                     18                               37,500                                    37,518                     0.1
 Adam Denning                    14,794                                   10,000                                    24,794                     0.1

*assuming the Retail Offer is fully subscribed

Philipp Prince, being the Director who is independent of the Shareholder RPT
and the Directors' RPT (together the "Related Party Transactions"), having
consulted with the Company's nominated adviser, Panmure Liberum, considers the
terms of the Related Party Transactions to be fair and reasonable insofar as
the Company's shareholders are concerned.

 

Notice of Annual General Meeting

The Fundraising is conditional upon, inter alia, the passing of the
Fundraising Resolutions at the Annual General Meeting which is expected to be
held at Temple Chambers, 3-7 Temple Avenue, London, EC4Y 0DT at 1.00 p.m. on
28 November 2024. The Company intends to publish and send a circular to
Shareholders containing details of the Fundraising, Notice of Annual General
Meeting and the Form of Proxy on or around 5 November 2024. The Circular
will also be available on the Company's
website: https://feedbackmedical.com/.

Terms used but not defined in this announcement have the same meaning as set
out in the Launch Announcement.

Enquiries:

 Feedback plc                                +44 (0) 20 3997 7634

 Tom Oakley, CEO                             IR@fbk.com

 Anesh Patel, CFO

 Panmure Liberum Limited (NOMAD and Broker)  +44 (0)20 7886 2500

 Emma Earl/Mark Rogers (Corporate Finance)

 Rupert Dearden (Corporate Broking)

 Walbrook PR Ltd;                            Tel: 020 7933 8780 or feedbackplc@walbrookpr.com
 Nick Rome/Joe Walker                        07748 325 236 or 07407 020 470

 

About Feedback

 

Feedback plc helps clinical teams to make better decisions faster for
patients. We design products that enhance clinician access to patient data and
to their colleagues. Our unique approach centres around individual patient
episodes, into which we pull relevant clinical data from hospital systems and
around which we build remote clinical teams for collaboration. As a result, we
produce a digital infrastructure that makes patient data available to
clinicians in multiple settings, in a format that enables them to meaningfully
interact with it, providing flexibility to clinicians and free movement of
patients between provider settings - clinicians can practice from anywhere and
patients can attend any care provider for treatment, with greater connectivity
across organisations.

 

Our products Bleepa® and CareLocker® work together to deliver unparalleled
value to our customers. Bleepa® is our application layer and sits on top of
CareLocker® as our data layer. Bleepa® is a clinician facing platform that
displays clinical results from a patient's CareLocker® at a certified and
regulated quality, that is suitable for clinical use and enables dialogue on a
patient-by-patient basis with colleagues through a secure, auditable chat
interface that links back to the patient medical record. The CareLocker® data
storage model is built around the patient. Our vision is one where relevant
clinical data is always available to the patient as well as to any care
setting that they may attend - a federated data architecture with the patient
as the tenant.

 

The Company has a number of growth opportunities domestically and
internationally across a range of markets including the NHS, the veterinary
market and private healthcare providers and its highly scalable Software as a
Service ("SaaS")-based model is expected to provide increasing levels of
revenue visibility as the Company grows its customer base.

 

IMPORTANT NOTICES

Certain statements in this Announcement are forward-looking statements with
respect to the Company's expectations, intentions and projections regarding
its future performance, strategic initiatives, anticipated events or trends
and other matters that are not historical facts and which are, by their
nature, inherently predictive, speculative and involve risks and uncertainty
because they relate to events and depend on circumstances that may or may not
occur in the future. All statements that address expectations or projections
about the future, including statements about operating performance, strategic
initiatives, objectives, market position, industry trends, general economic
conditions, expected expenditures, expected cost savings and financial
results, are forward-looking statements. Any statements contained in this
Announcement that are not statements of historical fact are, or may be deemed
to be, forward‐looking statements. These forward-looking statements, which
may use words such as "aim", "anticipate", "believe", "could", "intend",
"estimate", "expect", "may", "plan", "project" or words or terms of similar
meaning or the negative thereof, are not guarantees of future performance and
are subject to known and unknown risks and uncertainties. There are a number
of factors including, but not limited to, commercial, operational, economic
and financial factors, that could cause actual results, financial condition,
performance or achievements to differ materially from those expressed or
implied by these forward‐looking statements. Many of these risks and
uncertainties relate to factors that are beyond the Company's ability to
control or estimate precisely, such as changes in taxation or fiscal policy,
future market conditions, currency fluctuations, the behaviour of other market
participants, the actions of governments or governmental regulators, or other
risk factors, such as changes in the political, social and regulatory
framework in which the Company operates or in economic or technological trends
or conditions, including inflation, recession and consumer confidence, on a
global, regional or national basis. Given those risks and uncertainties,
readers are cautioned not to place undue reliance on forward-looking
statements. Forward-looking statements speak only as of the date of this
Announcement. Each of the Company and Panmure Liberum expressly disclaims any
obligation or undertaking to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise unless
required to do so by applicable law or regulation.

Panmure Liberum, which is authorised and regulated in the United Kingdom by
the FCA, is acting as nominated adviser and sole bookrunner to the Company in
connection with the Placing and Admission and to no-one else and will not be
responsible to anyone other than the Company for providing the protections
afforded to its clients, nor for providing advice in relation to the Placing
or Admission or any other matter referred to in this Announcement. Panmure
Liberum's responsibilities as the Company's nominated adviser under 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 of the Company or to any other
person in respect of any decision to acquire shares in the Company in reliance
on any part of this Announcement.

Neither Panmure Liberum or its affiliates, nor any of their respective
Representatives, accepts any responsibility or liability whatsoever for or
makes any representation or warranty, express or implied, as to this
Announcement, including the truth, accuracy or completeness of the information
in this Announcement (or whether any information has been omitted from the
Announcement) or for any loss howsoever arising from any use of the
Announcement or its contents. Panmure Liberum, their affiliates and their
Representatives, accordingly disclaim all and any liability whether arising in
tort, contract or otherwise which they might otherwise have in respect of this
Announcement or its contents or otherwise arising in connection therewith.

Neither the content of the Company's website (or any other website) nor the
content of any website accessible from hyperlinks on the Company's website (or
any other website) is incorporated into, or forms part of, this Announcement.

This Announcement has been prepared for the purposes of complying with
applicable law and regulation in the United Kingdom and the information
disclosed may not be the same as that which would have been disclosed if this
Announcement had been prepared in accordance with the laws and regulations of
any jurisdiction outside the United Kingdom.

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 Fundraising will not be
admitted to trading on any stock exchange other than the AIM market of the
London Stock Exchange.

 

NOTIFICATION 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                                                         1.    Rory Shaw

                                                                   2.    Tom Oakley

                                                                   3.    Anesh Patel

                                                                   4.     Annemijn Eschauzier

                                                                   5.     Adam Denning
 2    Reason for the notification

 a)   Position/status                                              1.    Non-executive Chairman

                                                                   2.    Chief Executive Officer

                                                                   3.    Chief Financial Officer

                                                                   4.    Non-executive Director

                                                                   5.    Non-executive Director
 b)   Initial notification /Amendment                              Initial notification

 3    Details of the issuer, emission allowance market participant, auction

    platform, auctioneer or auction monitor

 a)   Name                                                         Feedback plc

 b)   LEI                                                          213800UGOF2GT2U2RV90

 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  New Ordinary Shares of £0.01 each

      Identification code                                          GB00BJN59X09

 b)   Nature of the transaction                                    Purchase of shares

 c)   Price(s) and volume(s)

                                                                                     Purchase Price     Volume
                                                                                     1.    20 pence     1.    25,000
                                                                                     2.    20 pence     2.    50,000
                                                                                     3.    20 pence     3.    30,000
                                                                                     4.    20 pence     4.    37,500
                                                                                     5.    20 pence     5.    10,000

 d)   Aggregated information

      - Aggregated volume                                          152,500 shares
                                                                   20 pence
      - Price

 e)   Date of the transaction                                      4 November 2024

 f)   Place of the transaction                                     London Stock Exchange, AIM Market (XLON)

 

 

 

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