REG - Oxford Biomedica PLC - Result of General Meeting

Oxford BioMedicaAnnouncement

08/03/2022 16:00

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RNS Number : 0789E  Oxford Biomedica PLC  08 March 2022

 

Result of General Meeting

and

Update re Acquisition and Conditional Placing

 

Oxford, UK- 8 March 2022: Oxford Biomedica plc (LSE:OXB) ("Oxford Biomedica"
or the "Company"), a leading gene and cell therapy group, is pleased to
announce that at the General Meeting (the "GM") held earlier today all
resolutions proposed were duly passed by the requisite majority. All
resolutions were voted on by way of a poll.

 

The results of the poll were as follows:

 

 Resolution                                                                      For               For    Against           Against  Votes Withheld    Total issued share capital instructed

                                                                                 (No. of shares)   (%)    (No. of shares)   (%)      (No. of shares)
 To approve the issue of 648,016 Conditional Placing Shares to Novo Holdings in  59,277,505        99.98  14,739            0.02     9,511,814         59,292,244
 connection with the Conditional Placing (Resolution 1)
 To authorise the allotment of 5,018,134 Conditional Placing Shares (Resolution  68,167,269        99.98  16,970            0.02     619,819           68,184,239
 2)
 To dis-apply statutory pre-emption rights otherwise applicable to the           68,168,310        99.98  15,489            0.02     620,259           68,183,799
 allotment of the Conditional Placing Shares (Resolution 3)

 

As required by the Listing Rules (LR 11.1.7(R) (4)) Novo Holdings did not vote
on Resolution 1 and took all reasonable steps to ensure that none of its
associates also voted on the relevant resolution.

In accordance with paragraph 9.6.2 of the Listing Rules, a copy of the
resolutions passed at the meeting will shortly be available for inspection at
the National Storage Mechanism,
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

Update re Acquisition and Conditional Placing

The Hart-Scott-Rodino waiting period in relation to the Transaction with
Homology Medicines Inc. expired earlier today and accordingly the Company
continues to expect completion of the Transaction to occur later this week. To
this end the Company confirms that it has recently submitted draw down notices
for the $85m Short Term Loan Facility with Oaktree which is being used
temporarily to bridge fund the Acquisition and the $50m cash injection into
Oxford Biomedica Solutions.

 

Admission of the Conditional Placing Shares is expected to occur at 8.00 a.m.
on 11 March 2022 as has been previously announced.

 

All capitalised terms used in this announcement but not defined herein have
the meaning given to them in the Circular dated 16 February 2022.

 NOTES:

 1.      Proxy appointments which gave discretion to the Chairman of the GM have been
         included in the "For" total for the resolution.
 2.      Votes "For" and "Against" the resolution are expressed as a percentage of
         votes validly cast for that resolution.
 3.      A "Vote withheld" is not a vote in law and is not counted in the calculation
         of the percentage of shares voted "For" or "Against" the resolution nor in the
         calculation of the proportion of "Total issued share capital instructed" for
         the resolution.
 4.      The number of shares in issue at close of business on 4 March 2022 (being the
         record date for the GM) was 91,044,506 shares of 50 pence each (the "Share
         Capital").
 5.      The proportion of "Total issued share capital instructed" for the resolution
         is the total of votes validly cast for that resolution (i.e. the total votes
         "For" and "Against" that resolution).
 6.      The full text of the resolutions passed at the GM can be found in the Notice
         of General Meeting which is available on the Company's website at www.oxb.com
 7.      A copy of the full text of the resolutions passed at the GM will shortly be
         submitted to the National Storage Mechanism and will be available for
         inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
         (https://data.fca.org.uk/#/nsm/nationalstoragemechanism)
 8.      The complete poll results will be available shortly on the Company's website
         at www.oxb.com

 

 

Enquiries

 

 

Oxford Biomedica plc:
                                    T: +44
(0)1865 783 000 / E: ir@oxb.com

 

Stuart Paynter, Chief Financial Officer

Sophia Bolhassan, Head of Investor Relations

 

 

Peel Hunt (Sponsor and Joint Bookrunner):     T: +44 (0)20 7418 8900

 

James Steel

Jock Maxwell Macdonald

Sohail Akbar

 

WG Partners (Joint Bookrunner):                      T:
+44 (0)20 3705 9330

 

David Wilson

Claes Spång

Satheesh Nadarajah

 

Consilium Strategic Communications:

 

Mary-Jane Elliott
 
T: +44 (0)7739 788 014

Matthew Neal
 
T: +44 (0)7720 088 468

 

 

About Oxford Biomedica

Oxford Biomedica (LSE:OXB) is a leading, fully integrated, gene and cell
therapy group. In January 2022, Oxford Biomedica announced that it was
broadening its leading viral vector offerings by incorporating Homology
Medicines' established AAV capabilities into a newly formed AAV Manufacturing
and Innovation Business in the US with Homology Medicines as a 20% owner. To
date, Oxford Biomedica and its subsidiaries (the "Group") have built a sector
leading lentiviral vector delivery platform (LentiVector®), which the Group
leverages to develop in vivo and ex vivo products both in-house and with
partners. The Group has created a valuable proprietary portfolio of gene and
cell therapy product candidates in the areas of oncology, CNS disorders and
liver diseases. The Group has also entered into a number of partnerships,
including with Novartis, Bristol Myers Squibb, Boehringer Ingelheim, Beam
Therapeutics, Arcellx, Cabaletta, Orchard Therapeutics and Santen, through
which it has long-term economic interests in other potential gene and cell
therapy products. Additionally, the Group has signed a 3-year master supply
and development agreement with AstraZeneca for large-scale manufacturing of
the adenoviral based COVID-19 vaccine, AZD1222. Oxford Biomedica is based
across several locations in Oxfordshire, UK and employs more than 740 people.
Further information is available at www.oxb.com (http://www.oxb.com) .

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