REG - Ondine Biomedical - HCA to invest US$4 million in Ondine

Ondine BiomedicalAnnouncement

27/01/2025 07:00

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RNS Number : 7646U  Ondine Biomedical Inc.  27 January 2025

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS
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THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR
CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, ADVERTISING, OFFER OR
ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY
SECURITIES IN ONDINE BIOMEDICAL INC OR ANY OTHER ENTITY IN ANY JURISDICTION.
NEITHER THIS ANNOUNCEMENT NOR THE FACT OF ITS DISTRIBUTION SHALL FORM THE
BASIS OF, OR BE RELIED ON IN CONNECTION WITH, ANY INVESTMENT DECISION IN
RESPECT OF ONDINE BIOMEDICAL INC.

 

This Announcement contains inside information for the purposes of Article 7
of the Market Abuse Regulation No. 596/2014 as retained as part of UK law by
virtue of the European Union (Withdrawal) Act 2018 as amended ("EUWA") and
as it may be modified from time to time by or under domestic law including,
but not limited to, by the Market Abuse (Amendment) (EU Exit) Regulations
2019/310). Upon the publication of this Announcement, this inside information
is now considered to be in the public domain.

 

ONDINE BIOMEDICAL INC.

("Ondine Biomedical", "Ondine", or the "Company")

 

HCA to invest US$4 million in Ondine

 

This Announcement uses a US$:£ exchange rate of 1 : 0.808210 as at 16:30
(GMT) on 2 January 2025.

 

Ondine Biomedical Inc. (LON: OBI), a Canadian life sciences company developing
light-activated antimicrobial treatments, is pleased to announce that
hInsight-NX, LLC, a subsidiary of HCA Healthcare, Inc., a leading healthcare
provider in the United States, has committed to a US$4 million equity
investment in the Company.

 

The Company has agreed to issue 38,033,412 new common shares of no par value
in the capital of the Company ("New Common Shares"), raising US$4 million
(circa £3,232,840) at an issue price of approximately US$0.10517 per New
Common Share (the "Private Placement"). The price of the subscription was
determined by reference to the price the Company raised C$19.2 million in
November 2024. The New Common Shares to be issued pursuant to the Private
Placement will represent approximately 8.6041 per cent of the share capital of
the Company as enlarged by the Private Placement. The shares will be issued
non pre-emptively under the Company's existing authorities and are expected to
be admitted to trading on AIM on 29 January 2025.

 

The New Common Shares, when issued, will be fully paid and will rank pari
passu in all respects with the existing common shares, including the right to
receive all dividends and other distributions declared, made or paid after the
date of issue.

 

Use of Proceeds

 

The proceeds from this investment will be used to support the Company's
strategic objectives, including advancing key initiatives, to deliver
long-term value. With the addition of this new investment, the Company expects
its cash runway to extend into early Q4 2025.

 

Total Voting Rights

 

Following admission of the New Common Shares on 24 January 2025, the Company's
issued and fully paid share capital will consist of 442,038,143 Common Shares,
all of which carry one voting right per share. The Company does not hold any
Common Shares in treasury. Therefore, the total number of Common Shares and
voting rights in the Company at this date will be 442,038,143 Common Shares.

 

This figure may be used from the date of Admission until further notice by
Existing Shareholders 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 Company under the FCA's Disclosure Guidance and
Transparency Rules.

 

Other Update

 

As previously announced, Ondine entered into a private placement agreement
with a Canadian private investor in September 2024. Due to the investor's
unavoidable personal circumstances, settlement of the private placement
continues to be delayed. The Company remains optimistic about the completion
of this placement and will provide further updates as they become available.

 

 

 

Enquiries:

 Ondine Biomedical Inc.                                         www.ondinebio.com
 Carolyn Cross, CEO                                            Via Vane Percy & Roberts

 Singer Capital Markets (Nominated Adviser and Joint Broker)
 Phil Davies, Sam Butcher                                      +44 (0)20 7496 3000

 RBC Capital Markets (Joint Broker)
 Rupert Walford, Kathryn Deegan                                +44 (0)20 7653 4000

 Vane Percy & Roberts (Media Contact)
 Simon Vane Percy, Amanda Bernard                              +44 (0)77 1000 5910

 

 

About Ondine Biomedical Inc.

 

Ondine Biomedical Inc. is a Canadian life sciences company and leader in
light-activated antimicrobial therapies (also known as 'photodisinfection').
Ondine has a pipeline of investigational products, based on its proprietary
photodisinfection technology, in various stages of development.

 

Ondine's nasal photodisinfection system has a CE mark in Europe and is
approved in Canada and several other countries under the name Steriwave(®).
In the US, it has been granted Qualified Infectious Disease Product
designation and Fast Track status by the FDA and is currently undergoing
clinical trials for regulatory approval. Products beyond nasal
photodisinfection include therapies for a variety of medical indications such
as chronic sinusitis, ventilator-associated pneumonia, burns and other
indications.

 

IMPORTANT NOTICES

 

The information contained in this Announcement is given at the date of its
publication (unless otherwise marked) and is subject to updating, revision and
amendment from time to time. No reliance may be placed for any purpose on the
information contained in this announcement or its accuracy, fairness or
completeness.

 

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implied, is made or given by or on behalf of the Company or the Joint Brokers
or any of their respective directors, officers, partners, employees, agents or
advisers or any other person as to the accuracy or completeness of the
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or liability is accepted by any of them for any such information or opinions
or for any errors, omissions or misstatements, negligence or otherwise in this
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SECURITIES IN ANY JURISDICTION. THIS ANNOUNCEMENT HAS NOT BEEN APPROVED BY THE
LONDON STOCK EXCHANGE, NOR IS IT INTENDED THAT IT WILL BE SO APPROVED.

 

This Announcement or any part of it does not constitute or form part of any
offer to issue or sell, or the solicitation of an offer to acquire, purchase
or subscribe for, any securities in the United States. The New Common Shares
have not been and will not be registered under the United States Securities
Act of 1933, as amended (the "US Securities Act") or with any securities
regulatory authority of any state or jurisdiction of the United States, and
may not be offered, sold or transferred, directly or indirectly, in or into
the United States except pursuant to an exemption from, or in a transaction
not subject to, the registration requirements of the US Securities Act and in
compliance with any applicable securities laws of any state or other
jurisdiction of the United States. There will be no public offering of
securities in the United States.

 

This Announcement may contain and the Company may make verbal statements
containing "forward-looking statements" with respect to certain of the
Company's plans and its current goals and expectations relating to its future
financial condition, performance, strategic initiatives, objectives and
results. By their nature, all forward-looking statements involve risk and
uncertainty because they relate to future events and circumstances which are
beyond the control of the Company, including amongst other things, United
Kingdom domestic and global economic business conditions, market-related risks
such as fluctuations in interest rates and exchange rates, the policies and
actions of governmental and regulatory authorities, the effect of competition,
inflation, deflation, the timing effect and other uncertainties of future
acquisitions or combinations within relevant industries, the effect of tax and
other legislation and other regulations in the jurisdictions in which the
Company and its respective affiliates operate, the effect of volatility in the
equity, capital and credit markets on the Company's profitability and ability
to access capital and credit, a decline in the Company's credit ratings, the
effect of operational risks, and the loss of key personnel. As a result, the
actual future financial condition, performance and results of the Company may
differ materially from the plans, goals and expectations set forth in any
forward-looking statements. Any forward-looking statements made in this
Announcement by or on behalf of the Company speak only as of the date they are
made. Except as required by applicable law or regulation, the Company
expressly disclaims any obligation or undertaking to publish any updates or
revisions to any forward-looking statements contained in this Announcement to
reflect any changes in the Company's expectations with regard thereto or any
changes in events, conditions or circumstances on which any such statement is
based.

 

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.

 

No representation or warranty, express or implied, is or will be made as to,
or in relation to, and no responsibility or liability is or will be accepted
by the Joint Brokers or by any of their respective affiliates or agents as to,
or in relation to, the accuracy or completeness of this Announcement or any
other written or oral information made available to or publicly available to
any interested party or their respective advisers, and any liability therefore
is expressly disclaimed.

 

 

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