REG - Provexis PLC - Grant of Options and Warrants

ProvexisAnnouncement

07/01/2025 13:15

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RNS Number : 4486S  Provexis PLC  07 January 2025

7 January 2025

Provexis plc

('Provexis' or the 'Company')

 

Grant of Options and Warrants

 

 

Provexis, the business that develops, licenses and sells the proprietary,
scientifically-proven Fruitflow® heart-health functional food ingredient,
announces today that it has granted a total of 56,000,000 options (the
'Options') under the Provexis 2005 Share Option Scheme and 58,730,000 warrants
(the 'Warrants') over ordinary shares of 0.1 pence each in the Company (the
'Ordinary Shares') to a director of the Company and to certain scientific,
sales and marketing consultants to the Company.

 

Ian Ford, the Company's CEO, has been granted 30,000,000 Options which have an
exercise price of 0.35 pence. The balance of the Options and all of the
Warrants have been granted to the scientific, sales and marketing consultants
to the Company and have an exercise price of 0.20 pence. The closing
mid-market price of the Ordinary Shares on 6 January 2025, the working day
prior to the grants being made, was 0.67 pence.

 

The Options and the Warrants have been granted following close dialogue
between the Company and its larger shareholders.

 

The Options and the Warrants are subject to performance criteria (including
share price appreciation) and they are exercisable, subject to vesting,
between 1 April 2027 and 10 years from the date of grant. The Options and
Warrants will vest immediately on a change of control of the Company.

 

Following the grant of 30,000,000 Options to Ian Ford he holds the following
options to acquire shares in the Company:

 

 Director        No. of options granted  Existing no. of  Total no. of options over Ordinary Shares ('Total Options')  Total Options as a percentage of the Company's issued share capital

                                         Options held
 Ian Ford - CEO  30,000,000              52,000,000       82,000,000                                                   3.50%

 

Following the issue of the Options and the Warrants: (i) the total number of
new Ordinary Shares under share options which could be issued if all of the
performance criteria are met is 234,500,000 Ordinary Shares, representing 10.0
per cent. of the Company's issued share capital; and (ii) the total number of
new Ordinary Shares under warrants which could be issued if all of the
performance criteria are met is 58,730,000 Ordinary Shares, representing 2.50
per cent. of the Company's issued share capital.

 

Related Party transaction

The grant of Options to Ian Ford is a related party transaction pursuant to
rule 13 of the AIM Rules for Companies. Accordingly, the Directors, other than
Ian Ford, having consulted with the Company's nominated adviser, consider that
the terms of the transaction are fair and reasonable insofar as the Company's
shareholders are concerned.

 

For further information please contact:

 

 Provexis plc                                            Tel:         07490 391888

 Ian Ford, CEO                                                           enquiries@provexis.com

 Dawson Buck, Chairman

 Allenby Capital Limited (Nominated Adviser and Broker)  Tel:         020 3328 5656

 Nick Naylor / Liz Kirchner / Lauren Wright

 

 

Notes for editors

 

About Provexis plc

AIM quoted Provexis is focused on the development, licensing and sales of its
proprietary, scientifically-proven Fruitflow® heart-health functional food
ingredient.

 

Fruitflow is a natural, breakthrough ingredient that helps with platelet
aggregation. This helps promote normal blood flow and circulation, which in
turn benefits cardiovascular health. Fruitflow helps the platelets to
circulate freely and smoothly throughout your blood, without sticking to one
another or to the blood vessels themselves. Freely flowing blood helps reduce
stress on your cardiovascular system.

 

Fruitflow is a highly concentrated form of bioactives which is lycopene-free
and contains over 30 known anti-platelet compounds. Published clinical studies
have shown that Fruitflow works to maintain healthy blood flow in a similar
way to 75mg aspirin but with a milder and reversible action; Fruitflow has a
similar antiplatelet effect to a single dose of aspirin - but when taken
daily, it has none of aspirin's side effects.

 

The science behind Fruitflow has been validated by leading peer review
publications and regulatory authorities. Fruitflow is the only natural
antiplatelet to have a health claim approved by the European Food Safety
Authority, stating that 150mg of Fruitflow 'helps maintain normal platelet
aggregation, which contributes to healthy blood flow'.

 

Fruitflow has a number of specific health benefits which have been reflected
in separate patent filings for the use of Fruitflow in:

 

·    mitigating exercise-induced inflammation;

·    managing blood pressure;

·    protecting against the adverse effects of air pollution on the body's
cardiovascular system. Laboratory work has shown that Fruitflow can reduce the
platelet activation caused by airborne particulate matter, such as that from
diesel emissions, by approximately one third; and

·    conferring health benefits in modulating the gut microbiome of
humans, to include a reduction in TMAO, following the completion of a
successful human study which is further detailed here
www.dsm-firmenich.com/en/businesses/health-nutrition-care/news/press-releases/2023-01-20-new-study-reveals-dsms-fruitflow-activates-gut-heart.html
(http://www.dsm-firmenich.com/en/businesses/health-nutrition-care/news/press-releases/2023-01-20-new-study-reveals-dsms-fruitflow-activates-gut-heart.html)
.

 

Provexis sells a high quality dietary supplement product containing Fruitflow
and Omega-3 from its website www.fruitflowplus.com
(http://www.fruitflowplus.com) on a mail order basis. The product is also
available to purchase from Amazon.co.uk.

 

Provexis has been working with BYHEALTH, a circa £2bn listed Chinese dietary
supplement business, for more than eight years to support the planned launch
of a number of Fruitflow based products in the Chinese market. Clinical
studies conducted in China are typically required to obtain the necessary
regulatory clearances in China, and a significant investment in eight separate
Fruitflow studies has been undertaken at BYHEALTH's expense. Completed studies
have shown excellent results in use for Fruitflow, and they provide strong
evidence for the efficacy of Fruitflow on platelet function.

 

The Chinese regulatory system for functional health food ingredients, such as
Fruitflow, is governed by the State Administration for Market Regulation (the
'SAMR') and it is based on a defined list of permitted health function claims
which brand owners are permitted to use on product labels.

 

In August 2023 the Company was delighted to report that BYHEALTH had
submitted: i) the first application for a new permitted health function claim
and ii) some related product registration applications.

 

The significance of these major developments for Fruitflow in China is further
outlined here
www.nutraingredients-asia.com/Article/2023/09/05/china-set-to-approve-new-function-claims-for-health-foods
(http://www.nutraingredients-asia.com/Article/2023/09/05/china-set-to-approve-new-function-claims-for-health-foods)
. BYHEALTH has noted that it has been working on the project since 2015, with
'tens of millions of funds' (RMB) invested by BYHEALTH in the research and
development work.

 

Provexis was founded in 1999 and is headquartered in Reading, Berkshire.
Provexis' shares are traded on the AIM market of the London Stock Exchange
under the ticker symbol PXS.

 

For further information, please visit www.provexis.com
(http://www.provexis.com) and www.fruitflowplus.com
(http://www.fruitflowplus.com) .

 

 

Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them are set
out below pursuant to the EU Market Abuse regulation.

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)   Name                                                         Ian Ford - CEO

 2    Reason for the notification

 a)   Position/status                                              See 1 a) above

 b)   Initial notification /                                       Initial notification

      Amendment

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

    platform, auctioneer or auction monitor

 a)   Name                                                         PROVEXIS PLC

 b)   LEI                                                          21380042E3Y3N9VZ6N48

 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  Ordinary Shares of 0.1p each

      Identification code

                                                                   ISIN: GB00B0923P27

 b)   Nature of the transaction                                    Grant of options over ordinary shares

 c)   Price(s) and volume(s)

Director/PDMR    Price(s)        Volume(s)
                                                                   Ian Ford - CEO  0.35p per share  30,000,000

 

 d)   Aggregated information

Price(s)         Volume(s)
      - Aggregated volume                                          0.35p per share  30,000,000

      - Price
 

 e)   Date of the transaction                                      7 January 2025

 f)   Place of the transaction                                     Outside a trading venue

 

 

d)

 

Aggregated information

- Aggregated volume

- Price

 

 

 Price(s)         Volume(s)
 0.35p per share  30,000,000

 

e)

 

Date of the transaction

 

7 January 2025

f)

 

Place of the transaction

 

Outside a trading venue

 

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