REG - Immupharma PLC Incanthera PLC - Extension of Warrants in Incanthera to 30 Sep 2025

ImmuPharmaAnnouncement

01/04/2025 07:15

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RNS Number : 0274D  Immupharma PLC  01 April 2025

 
 
 
          1 April 2025

 

ImmuPharma PLC

("ImmuPharma" or the "Company")

 

Extension of Warrants in Incanthera to 30 September 2025

 

ImmuPharma PLC (LSE: IMM), the specialist drug discovery and development
company, is pleased to announce that the Company has agreed - by means of a
Deed of Variation - with Incanthera plc ("Incanthera"), that warrants issued
to the Company on 26 February 2020 ("Warrants"), in conjunction with
Incanthera's IPO onto the Aquis Exchange ("AQSE"), are extended by a further
period to 30 September 2025.

 

Key highlights:

 

·    The Company entered into a Warrant Instrument ("Warrant Instrument")
with Incanthera on 26 February 2020, whereby Incanthera created and issued
Warrants to ImmuPharma to subscribe in cash at 9.5p per share ("Subscription
Price"), for 7,272,740 Ordinary Shares ("Warrant Shares"), initially valid
until 6 September 2023. On 18 August 2023, Incanthera agreed with the Company
to extend the exercise period in the Warrant Instrument by 12 months to 6
September 2024. This was then followed, as notified on 9 September 2024, by a
further extension to the Warrant Instrument to 31 March 2025.

 

·    Incanthera has now agreed with the Company to further extend the
exercise period in the Warrant Instrument, to 30 September 2025.

 

·    The Company shall pay Incanthera a profit share ("Profit Share") upon
exercise of the Warrants, equal to 30% of the difference between the
Subscription Price and the closing market price of Incanthera Shares on AQSE,
on the day of exercise of the Warrants or, if the Warrant Shares are
contracted to be sold within 10 days of exercise, then the Company shall pay
to Incanthera a profit share of 30% of the difference between the Subscription
Price and the contracted market sale price.

 

·    Other than the change in the expiry period to 30 September 2025 and
the introduction of the Profit Share mechanism, as detailed above, all other
provisions in the Warrant Instrument remain the same.

 

Warrant Extension Rationale

 

ImmuPharma's rationale to agree to the extension of the Warrant Instrument is
based on the following fundamental criteria:

 

·    Absent an extension, the Warrant would have expired, unexercised, on
31 March 2025.

·    Entering into the Deed of Variation - with no upfront consideration
payable by the Company - provides ImmuPharma with the possibility of an
investment gain in the event that Incanthera is able to successfully develop
its business, following the resolution of issues, as notified by Incanthera,
over the last week, that this is reflected in Incanthera's share price, and
the Company is able to sell any Warrant Shares resulting from the exercise of
the Warrants at above the Subscription Price.

 

·    The agreement to effectively share (70/30% in ImmuPharma's favour)
any future gain made upon the exercise of the Warrants by ImmuPharma, is a
win/win situation for both companies.

 

Related Party Transaction

 

Tim McCarthy, ImmuPharma's Chairman & CEO, is also the Chairman of
Incanthera and has a holding of 3,931,646 shares in Incanthera (3.36% of
Incanthera's issued share capital).

 

The entering into the Deed of Variation has been treated as a related party
transaction under the AIM Rules for Companies. Mr. McCarthy has not been
involved in the Board decision in respect to agreeing to the terms of the Deed
of Variation.

 

The Directors (excluding Mr. McCarthy), having consulted with SPARK, the
Company's nominated adviser, consider that the terms of the Deed of Variation
are fair and reasonable insofar as the Company's shareholders are concerned.

 

 

 

This announcement contains inside information as stipulated under the UK
version of the Market Abuse Regulation no 596/2014 which is part of English
law by virtue of the European (withdrawal) Act 2018, as amended.  On
publication of this announcement via a regulatory information service, this
information is considered to be in the public domain.

 

 End

 For further information please contact:

ImmuPharma PLC (www.immupharma.com (http://www.immupharma.com) )  +44 (0) 207 206 2650

 Dr Tim Franklin, Chief Operating Officer

 Lisa Baderoon, Head of Investor Relations                         + 44 (0) 7721 413496

 SPARK Advisory Partners Limited (NOMAD)                           +44 (0) 203 368 3550

 Neil Baldwin

 Stanford Capital Partners (Joint Broker)                          +44 (0) 203 650 3650

 Patrick Claridge, Bob Pountney

 SI Capital (Joint Broker)                                         +44 (0) 1483 413500

 Nick Emerson

 

Notes to Editors

 

About ImmuPharma PLC

 

ImmuPharma PLC (LSE AIM: IMM) is a specialty biopharmaceutical company that
discovers and develops peptide-based therapeutics. The Company's portfolio
includes novel peptide therapeutics for autoimmune diseases and
anti-infectives. The lead program, P140, is a unique non-immunosuppressive
peptide for the treatment of SLE (Systemic Lupus Erythematosus) and CIDP
(Chronic Idiopathic Demyelinating Polyneuropathy) and preclinical models
suggest therapeutic activity for many other autoimmune diseases.

 

For additional information about ImmuPharma please visit www.immupharma
(http://www.immupharma) .co.uk

 

ImmuPharma's LEI (Legal Entity Identifier) code : 213800VZKGHXC7VUS895.

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