REG - Fusion Antibodies - Result of Retail Offer and Notice of GM

Fusion AntibodiesAnnouncement

23/05/2023 07:00

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RNS Number : 2615A  Fusion Antibodies PLC  23 May 2023

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IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

 

THE COMMUNICATION OF THIS ANNOUNCEMENT AND ANY OTHER DOCUMENTS OR MATERIALS
RELATING TO THE REX RETAIL OFFER AS A FINANCIAL PROMOTION IS ONLY BEING MADE
TO, AND MAY ONLY BE ACTED UPON BY, THOSE PERSONS IN THE UNITED KINGDOM FALLING
WITHIN ARTICLE 43 OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL
PROMOTION) ORDER 2005, AS AMENDED (WHICH INCLUDES AN EXISTING MEMBER OF FUSION
ANTIBODIES PLC).  ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS
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ISSUE, OR ANY SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY
SECURITIES OF FUSION ANTIBODIES PLC.

 

23 May 2023

 

Fusion Antibodies plc

("Fusion" or the "Company")

 

Result of Retail Offer

and

Notice of General Meeting

 

Fusion Antibodies plc (AIM: FAB) announces that further to the Company's
announcements made on 19 May 2023, the Company has conditionally raised gross
proceeds of £113,351.10 pursuant to the Retail Offer on the REX Platform,
alongside the previously announced Placing and Subscription. As a result, the
Company has conditionally raised a total of £1,671,938.40 pursuant to the
Placing, Subscription and Retail Offer (together, the "Fundraise").

 

The Retail Offer will result in the issue of a total of 2,267,022 Retail Offer
Shares. In total, 33,438,768 new Ordinary Shares will be issued pursuant to
the Fundraise.

 

Completion of the Retail Offer, the Second Placing and the Subscription are
conditional on the passing of the Resolutions at a general meeting of the
Company (the "General Meeting"), as well as admission of the Retail Offer
Shares, the shares to be issued pursuant to the Second Placing and the
Subscription Shares to trading on AIM ("Admission"). Assuming the Resolutions
are passed at the General Meeting, Admission is expected to take place at 8.00
a.m. on 12 June 2023. Completion of the Retail Offer is conditional, inter
alia, upon the completion of the Placing.

 

Posting of Circular and notice of General Meeting

 

The Company will shortly be posting a Circular containing a notice of General
Meeting, which is to be held at the offices of Fusion Antibodies at 1
Springbank Road, Springbank Industrial Estate, Dunmurry, Belfast BT17 0QL at
10.00 a.m. on 8 June 2023. A copy of the Circular will also be available on
the Company's website at www.fusionantibodies.com
(http://www.fusionantibodies.com) .

 

Adrian Kinkaid, CEO of Fusion, commented: "We are pleased to say that we have
been able to raise funds in an extremely challenging market and this, combined
with the cost saving measures that we will be implementing, will provide us
with the necessary capital we need to progress the business. As a Company we
value all our shareholders, so we are pleased to have been able to include a
retail offer in this fundraise and are grateful for their ongoing support.

 

"We are working in a difficult environment for all growth companies at the
moment and we fully appreciate the support of our investors, both existing and
new. We expect trading to recover incrementally over the short to medium term
as we look to progress the launch of the Integrated Therapeutic Antibody
Service, and we look forward to updating our shareholders as we go forward
with this and our other services."

 

Terms used but not defined in this announcement have the same meaning as set
out in the Company's announcement released at 10:00 on 19 May 2023.

 

Enquiries:

 

 Fusion Antibodies plc                                               www.fusionantibodies.com
 Adrian Kinkaid, Chief Executive Officer                             Via Walbrook PR

 James Fair, Chief Financial Officer

 Allenby Capital Limited                                             Tel: +44 (0)20 3328 5656
 James Reeve/Vivek Bhardwaj (Corporate Finance)

 Tony Quirke/Joscelin Pinnington (Sales and Corporate Broking)

 Walbrook PR                       Tel: +44 (0)20 7933 8780 or fusion@walbrookpr.com
 Anna Dunphy                                                         Mob: +44 (0)7876 741 001

 

About Fusion Antibodies plc

 

Fusion is a Belfast based contract research organisation ("CRO") providing a
range of antibody engineering services for the development of antibodies for
both therapeutic drug and diagnostic applications.

 

The Company's ordinary shares were admitted to trading on AIM on 18 December
2017. Fusion provides a broad range of services in antibody generation,
development, production, characterisation and optimisation. These services
include antigen expression, antibody production, purification and sequencing,
antibody humanisation using Fusion's proprietary CDRx (TM) platform and the
production of antibody generating stable cell lines to provide material for
use in clinical trials. Since 2012, the Company has successfully sequenced
and expressed over 250 antibodies and successfully completed over 200
humanisation projects and has an international, blue-chip client base, which
has included eight of the top 10 global pharmaceutical companies by revenue.

 

The Company was established in 2001 as a spin out from Queen's University
Belfast. The Company's mission is to enable pharmaceutical and diagnostic
companies to develop innovative products in a timely and cost-effective manner
for the benefit of the global healthcare industry. Fusion Antibodies provides
a broad range of services in antibody generation, development, production,
characterisation and optimisation.

 

Fusion Antibodies growth strategy is based on combining the latest
technological advances with cutting edge science to deliver new platforms that
will enable Pharma and Biotech companies get to the clinic faster, with the
optimal drug candidate and ultimately speed up the drug development process.

 

The global monoclonal antibody therapeutics market was valued at $135.4
billion in 2018 and is forecast to surpass $212.6 billion in 2022, an increase
at a CAGR of 12.0 per cent. for the period 2018 to 2022. In 2017, seven of the
world's ten top selling drugs were antibody-based therapeutics with the
combined annual sales of these drugs exceeding $63.2 billion.

 

The Company's LEI is 213800KBAYRC9VOQ9V39

 

This announcement should be read in its entirety. In particular, the
information in the "Important Notices" section of the announcement should be
read and understood.

 

Important Notices

 

The content of this announcement, which has been prepared by and is the sole
responsibility of the Company.

 

This announcement and the information contained herein is not for release,
publication or distribution, directly or indirectly, in whole or in part, in
or into or from the United States (including its territories and possessions,
any state of the United States and the District of Columbia (the "United
States" or "US")), Australia, Canada, New Zealand, Japan, the Republic of
South Africa, any member state of the EEA or any other jurisdiction where to
do so might constitute a violation of the relevant laws or regulations of such
jurisdiction.

 

The REX Retail Offer Shares have not been and will not be registered under the
US Securities Act of 1933, as amended (the "US Securities Act") or under the
applicable state securities laws of the United States and may not be offered
or sold directly or indirectly in or into the United States. No public
offering of the REX Retail Offer Shares is being made in the United States.
The REX Retail Offer Shares are being offered and sold outside the United
States in "offshore transactions", as defined in, and in compliance with,
Regulation S under the US Securities Act. In addition, the Company has not
been, and will not be, registered under the US Investment Company Act of 1940,
as amended.

 

This announcement does not constitute an offer to sell or issue or a
solicitation of an offer to buy or subscribe for REX Retail Offer Shares in
the United States, Australia, Canada, New Zealand, Japan, the Republic of
South Africa, any member state of the EEA or any other jurisdiction in which
such offer or solicitation is or may be unlawful. No public offer of the
securities referred to herein is being made in any such jurisdiction.

 

This announcement is not for publication or distribution, directly or
indirectly, in or into the United States of America.  This announcement is
not an offer of securities for sale into the United States.  The securities
referred to herein have not been and will not be registered under the US
Securities Act, and may not be offered or sold in the United States, except
pursuant to an applicable exemption from registration.  No public offering of
securities is being made in the United States.

 

The distribution of this announcement may be restricted by law in certain
jurisdictions and persons into whose possession any document or other
information referred to herein comes should inform themselves about and
observe any such restriction. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such jurisdiction.

 

REX is a proprietary technology platform owned and operated by Peel Hunt LLP
(registered address at 7th Floor, 100 Liverpool Street, London EC2M 2AT; FRN
530083). Peel Hunt LLP ("Peel Hunt") is authorised and regulated in the United
Kingdom by the Financial Conduct Authority, is acting exclusively for the
Company and for no-one else and will not regard any other person (whether or
not a recipient of this announcement) as its client in relation to the REX
Retail Offer and will not be responsible to anyone other than the Company for
providing the protections afforded to its clients, nor for providing advice in
connection with the REX Retail Offer, Admission and the other arrangements
referred to in this announcement.

 

The value of Ordinary Shares and the income from them is not guaranteed and
can fall as well as rise due to stock market movements. When you sell your
investment, you may get back less than you originally invested. Figures refer
to past performance and past performance is not a reliable indicator of future
results. Returns may increase or decrease as a result of currency
fluctuations.

 

Certain statements in this announcement are forward-looking statements which
are based on the Company's expectations, intentions and projections regarding
its future performance, anticipated events or trends and other matters that
are not historical facts. These forward-looking statements, which may use
words such as "aim", "anticipate", "believe", "intend", "estimate", "expect"
and words of similar meaning, include all matters that are not historical
facts. These forward-looking statements involve risks, assumptions and
uncertainties that could cause the actual results of operations, financial
condition, liquidity and dividend policy and the development of the industries
in which the Company's businesses operate to differ materially from the
impression created by the forward-looking statements. These statements are not
guarantees of future performance and are subject to known and unknown risks,
uncertainties and other factors that could cause actual results to differ
materially from those expressed or implied by such forward-looking statements.
Given those risks and uncertainties, prospective investors are cautioned not
to place undue reliance on forward-looking statements.

 

These forward-looking statements speak only as at the date of this
announcement and cannot be relied upon as a guide to future performance. The
Company and Peel Hunt expressly disclaim any obligation or undertaking to
update or revise any forward-looking statements contained herein to reflect
actual results or any change in the assumptions, conditions or circumstances
on which any such statements are based unless required to do so by
the Financial Conduct Authority, the London Stock Exchange or applicable law.

 

The information in this announcement is for background purposes only and does
not purport to be full or complete. None of Peel Hunt or any of its
affiliates, 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 any other information relating to the Company or associated
companies, whether written, oral or in a visual or electronic form, and
howsoever transmitted or made available or for any loss howsoever arising from
any use of the announcement or its contents or otherwise arising in connection
therewith. Peel Hunt and its affiliates, accordingly disclaim all and any
liability whether arising in tort, contract or otherwise which they might
otherwise be found to have in respect of this announcement or its contents or
otherwise arising in connection therewith.

 

Any indication in this announcement of the price at which the Ordinary Share
have been bought or sold in the past cannot be relied upon as a guide to
future performance. Persons needing advice should consult an independent
financial adviser. No statement in this announcement is intended to be a
profit forecast and no statement in this announcement should be interpreted to
mean that earnings or target dividend per share of the Company for the current
or future financial years would necessarily match or exceed the historical
published earnings or dividends per share of the Company.

 

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.
The REX Retail Offer Shares to be issued or sold pursuant to the REX Retail
Offer will not be admitted to trading on any stock exchange other than the
London Stock Exchange.

 

It is further noted that the REX Retail Offer is only open to investors in the
United Kingdom who fall within Article 43 of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005, as amended (which includes
an existing member of the Company).

 

 

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