REG - SkinBioTherapeutics - £5.0m Convertible Bond Facility & First Drawdown

SkinbiotherapeuticsAnnouncement

25/01/2024 07:00

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20240125:nRSY8966Aa&default-theme=true

RNS Number : 8966A  SkinBioTherapeutics PLC  25 January 2024

SkinBioTherapeutics plc

("SkinBioTherapeutics" or "the Company")

 

£5.0m Convertible Bond Facility

First facility drawdown of £1.6m for acquisition of

Dermatonics, a specialist in topical & dermatological products

 

25 January 2024 - SkinBioTherapeutics plc, (AIM: SBTX, or the "Company"), the
life science business focused on skin health announces that it has entered
into a £5.0 million convertible bond facility (the "Facility") with Macquarie
Bank Limited ("MBL") and CLG Capital LLC ("CLG").

The Facility would be used primarily to enable the Company to execute one or
more near term earnings accretive acquisitions.

Today, the Company has drawn down a £1.6 million tranche from the £5.0
million Facility, in order to finance the upfront cash consideration of £1.68
million for the acquisition of Dermatonics, a specialist in innovative topical
and dermatological products in the skincare / woundcare space (see separate
announcement today).

Details of the Proposed Facility

Under the Facility, MBL and CLG will provide a convertible bond facility of
up to £5.0 million with a coupon on drawn down amounts of 1% per annum over
the 3-month term SONIA rate and payable quarterly in cash.

The convertible bonds will be issued in multiple tranches, subject to
conditions precedent as set out in the subscription agreement among the
Company, MBL and CLG ("Subcription Agreement"). MBL and CLG will purchase the
convertible bonds at a fixed price equal to 92% of the principal amount for
the first tranche (97% of the principal amount for subsequent tranches). MBL
will purchase the first tranche, and each subsequent tranche will be purchased
by MBL or CLG pursuant to the terms of the Subscription Agreement.

MBL and CLG can convert the convertible bonds
into SkinBioTherapeutics shares ("Shares") by issuing a conversion notice
with the price set at the higher of (i) 93% of the 5-day Volume Weighted
Average Price of the Shares on one trading day selected by the holder in its
sole discretion out of the 5 trading days immediately preceding the date of
the conversion notice, and (ii) the minimum conversion price (£0.0475 for the
first tranche). The convertible bonds shall have a maturity of two years from
issuance.

In addition, warrants amounting to 30% of each tranche will be attached to
each tranche of the convertible bonds. The warrants will have a strike price
fixed at the Volume Weighted Average Price on the 5 trading days immediately
preceding any tranche issuance. The warrants will expire three years after
issuance. The number of warrants to be issued under the first tranche is
2,349,244 shares with an exercise price of £0.204321 per share.

The convertible bonds would be capable of redemption at any time by the
Company with 20 business days' notice at par plus 8% premium of the principal
amount remaining.

MBL and CLG would be unable to convert the convertible bonds to Shares where
such conversion would mean that they would become interested (as defined in
the City Code on Takeovers and Mergers (the "Takeover Code")) in shares that
in aggregate carry more than 19.99 per cent of the of the voting rights of
the SkinBioTherapeutics. Instead, the Company would be required to make a cash
alternative payment [reflecting the amount being converted].

The Company will seek shareholder approval, should this be required, in order
to issue the convertible bonds in accordance with the tranches which may be
drawn under the Facility.

 

Stuart Ashman, CEO of SkinBioTherapeutics Plc, said:

"Announcement of this new financing facility and our first drawdown marks the
first step in our acquisition strategy as laid out in our FY results last
year. We are delighted by the confidence Macquarie Group and CLG Capital have
shown in us and look forward to working with them closely going forward. The
£5.0 million convertible bond facility complements our fundraise in November
and enables us to drive forward with our planned acquisitions. Dermatonics is
an established topical and dermatological company in the skincare/woundcare
space, which is immediately accretive financially and operationally, and
provides new channels for our own products and brings new skills and resource
to the team."

-Ends-

 

Shareholder presentation and Q&A

CEO, Stuart Ashman, and CFO, Manprit Randhawa, will provide a live
presentation about the acquisition of Dermatonics and the financing details
via the Investor Meet platform Friday 26 January at 10:00 am GMT.

The presentation is open to all existing and potential shareholders. Questions
can be submitted pre-event via your Investor Meet Company dashboard at any
time during the live presentation.

Investors can sign up to Investor Meet Company for free and add to meet
SkinBioTherapeutics at the link HERE
(https://www.investormeetcompany.com/skinbiotherapeutics-plc/register-investor)
.

Investors who already follow SkinBioTherapeutics on the Investor Meet Company
platform will automatically be invited.

A recording of the presentation will be available shortly afterwards on the
SkinBioTherapeutics investor relations section of the website HERE
(https://www.skinbiotherapeutics.com/?s=investor+meet) .

 

The information communicated in this announcement contains inside information
for the purposes of Article 7 of the Market Abuse Regulation (EU) No.
596/2014.

 

 For more information please contact:

SkinBioTherapeutics plc                            Tel: +44 (0) 191 495 7325

 Stuart J. Ashman, CEO

 Manprit Randhawa, CFO

 Cavendish Capital Markets Limited                  Tel: +44 (0) 20 7220 0500

 (Nominated Adviser & Broker)

 Giles Balleny, Dan Hodkinson (Corporate Finance)

 Charlie Combe (Broking)

 Dale Bellis, Tamar Cranford-Smith (Sales)

 Instinctif Partners (financial press)              Tel: +44 (0) 20 7457 2020

 Melanie Toyne-Sewell / Jack Kincade                SkinBioTherapeutics@instinctif.com

 

 Notes to Editors

 About SkinBioTherapeutics plc

 SkinBioTherapeutics is a life science company focused on skin health. The
 Company's proprietary platform technology, SkinBiotix®, is based upon
 discoveries made by Professor Catherine O'Neill and Professor Andrew McBain.

 The Company is targeting a number of skin healthcare sectors, the most
 advanced of which are cosmetic skincare and food supplements to modulate the
 immune system by harnessing the gut-skin axis. In each area
 SkinBioTherapeutics plans to exemplify its technology through human studies.
 The Company's first product, AxisBiotix-Ps™, a food supplement to address
 the symptoms of mild to moderate psoriasis.

 The Company listed on AIM in April 2017 and is based in Newcastle, UK. For
 more information, visit: www.skinbiotherapeutics.com and www.axisbiotix.com.

 

Notes to Editors

About SkinBioTherapeutics plc

SkinBioTherapeutics is a life science company focused on skin health. The
Company's proprietary platform technology, SkinBiotix®, is based upon
discoveries made by Professor Catherine O'Neill and Professor Andrew McBain.

The Company is targeting a number of skin healthcare sectors, the most
advanced of which are cosmetic skincare and food supplements to modulate the
immune system by harnessing the gut-skin axis. In each area
SkinBioTherapeutics plans to exemplify its technology through human studies.
The Company's first product, AxisBiotix-Ps™, a food supplement to address
the symptoms of mild to moderate psoriasis.

The Company listed on AIM in April 2017 and is based in Newcastle, UK. For
more information, visit: www.skinbiotherapeutics.com and www.axisbiotix.com.

 

About CLG Capital LLC

CLG Capital LLC specialises in structured transactions to high growth
companies providing patient capital for the companies they invest in.

 

Caution regarding forward looking statements

Certain statements in this announcement, are, or may be deemed to be, forward
looking statements. Forward looking statements are identified by their use of
terms and phrases such as ''believe'', ''could'', "should" ''envisage'',
''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', "expect",
''will'' or the negative of those, variations or comparable expressions,
including references to assumptions. These forward-looking statements are not
based on historical facts but rather on the Directors' current expectations
and assumptions regarding the Group's future growth, results of operations,
performance, future capital and other expenditures (including the amount,
nature and sources of funding thereof), competitive advantages, business
prospects and opportunities. Such forward looking statements reflect the
Directors' current beliefs and assumptions and are based on information
currently available to the Directors.

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  MSCFZGZMVKFGDZG