REG - Solvonis Therapeutic - Result of placing

Solvonis TherapeuticsAnnouncement

16/05/2025 07:45

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RNS Number : 9923I  Solvonis Therapeutics PLC  16 May 2025

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JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL.

 

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN OFFER,
SOLICITATION OR SALE OF SECURITIES IN ANY JURISDICTION IN WHICH SUCH OFFER,
SOLICITATION OR SALE WOULD BE UNLAWFUL UNDER THE SECURITIES LAWS OF ANY SUCH
JURISDICTION.

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT FORMS PART OF ENGLISH LAW BY
VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("UK MAR"), AND IS
DISCLOSED IN ACCORDANCE WITH THE COMPANY'S OBLIGATIONS UNDER ARTICLE 17 OF
MAR. IN ADDITION, MARKET SOUNDINGS (AS DEFINED IN UK MAR) WERE TAKEN IN
RESPECT OF CERTAIN OF THE MATTERS CONTAINED WITHIN THIS ANNOUNCEMENT, WITH THE
RESULT THAT CERTAIN PERSONS BECAME AWARE OF SUCH INSIDE INFORMATION (AS
PERMITTED BY UK MAR). UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A
REGULATORY INFORMATION SERVICE, THOSE PERSONS THAT RECEIVED INSIDE INFORMATION
IN A MARKET SOUNDING ARE NO LONGER IN POSSESSION OF SUCH INSIDE INFORMATION,
WHICH IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

 

16 May 2025

 

Solvonis Therapeutics plc

("Solvonis" or the "Company")

 

Result of Bookbuild

 

Solvonis Therapeutics plc (LSE: SVNS), an innovative biotechnology company
co-developing therapeutics for mental health disorders, is pleased to announce
that, further to the Company's announcement on 15 May 2025 (the "Fundraise
Launch Announcement"), the Company has conditionally raised gross proceeds of
approximately £2.0 million (the "Fundraise") through the proposed issue of
1,538,461,529 new ordinary shares of £0.001 each in the Company (the
"Fundraise Shares") with certain existing and new institutional and other
investors at the Issue Price of 0.13 pence per Fundraise Share.

The Fundraise Shares, in aggregate, represent approximately 67.01 per cent of
the issued share capital of the Company prior to the Fundraise.

Allenby Capital Limited ("Allenby") and Singer Capital Markets Securities
Limited ("Singer") acted as joint brokers and joint bookrunners in respect of
the Fundraise.

Admission and Total Voting Rights

Application will be made for the 3,612,840,057 Fundraise Shares and
Consideration Shares, as defined in the Fundraise Launch Announcement
(together the "New Ordinary Shares"), to be admitted to trading on the Main
Market of the London Stock Exchange and to listing in the FCA's Official List
Equity Shares (transition) category ("Admission").

It is expected that Admission will become effective and that dealings in the
New Ordinary Shares will commence at 8.00 a.m. on 27 May 2025. The issue and
allotment of the Fundraise Shares is conditional upon, inter alia, Admission
becoming effective and the placing agreement entered into between the Company,
Allenby and Singer (the "Placing Agreement") not being terminated in
accordance with its terms.

Following Admission, the Company's enlarged issued ordinary share capital will
comprise 5,908,770,690 ordinary shares. This figure may be used by
shareholders in the Company as the denominator for the calculations by which
they will determine if they are required to notify their interest in, or a
change in their interest in, the share capital of the Company under the FCA's
Disclosure Guidance and Transparency Rules.

Director Participations

The Company is undertaking material related party transactions with Nicholas
Nelson (Non-Executive Director), Dennis Purcell (Non-Executive Chairman)
(together the "Participating Directors") and Ryan Neates (a PDMR) in relation
to their participation in the Fundraise for the purpose of rule 7.3 of the
FCA's Disclosure Guidance and Transparency Rules, as further detailed below:

 

a)    Nicholas Nelson will acquire 38,461,538 Fundraise Shares at the Issue
Price;

 

b)    Dennis Purcell will acquire 38,461,538 Fundraise Shares at the Issue
Price; and

 

c)    Ryan Neates, the non-board finance director of the Company, will
acquire 3,846,153 Fundraise Shares at the Issue Price.

 

These material related party transactions have been approved by the board of
directors of the Company. The Participating Directors did not take part in the
board of directors' consideration of the transactions with them and they did
not vote on the relevant board decision.

 

Directors' shareholdings on Admission

 

 Name              Role                     New Ordinary Shares being subscribed for  New Ordinary Shares to be issued pursuant to Awakn Acquisition  Shareholding on Admission  % of enlarged issued share capital on Admission
 Nicholas Nelson   Non-Executive Director   38,461,538                                -                                                               205,961,538                3.49%

 Dennis Purcell    Chair                    38,461,538                                1,400,100                                                       39,861,638                 0.67%

 Anthony Tennyson  Chief Executive Officer  -                                         108,400,689                                                     108,400,689                1.83%

 Dr Renata Crome   Non-Executive Director   -                                         -                                                               -                          -

 Ryan Neates*      Finance Director         3,846,153                                 -                                                               3,846,153                  0.07%

*non-board PDMR

Defined terms used in the Fundraise Launch Announcement have the same meanings
when used in this announcement.

This announcement should be read in its entirety. In particular, you should
read and understand the information provided in the "Important Notices"
section below.

Enquiries:

 

 Solvonis Therapeutics plc                                      anthony@solvonis.com
 Anthony Tennyson, CEO & Executive Director

 Allenby Capital Limited (Financial Adviser and Joint Broker)   +44 (0) 20 3328 5656
 Nick Naylor / Nick Athanas / Ashur Joseph (Corporate Finance)

 Guy McDougall (Sales & Corporate Broking)

 Singer Capital Markets Limited (Joint Broker)                  +44(0) 20 7496 3000
 Phil Davies/Patrick Weaver

 

 

Director/PDMR MAR disclosures

The following notification, made in accordance with the requirements of the UK
Market Abuse Regulation, gives further details.

 1     Details of the person discharging managerial responsibilities / person closely
       associated
 a)    Name

Name              Position
                                                                      Nicholas Nelson   Non-Executive Director
                                                                      Dennis Purcell    Chair
                                                                      Anthony Tennyson  Chief Executive Officer
                                                                      Ryan Neates       Finance Director

 

 2     Reason for the notification
 a)    Position/status                                                See above

 b)    Initial notification /Amendment                                Initial notification
 3     Details of the issuer, emission allowance market participant, auction
       platform, auctioneer or auction monitor
 a)    Name                                                           Solvonis Therapeutics Plc
 b)    LEI                                                            2138005PH7OJRCRPUD88
 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 £0.001 each in Solvonis Therapeutics Plc

       Identification code

                                                                      Identification code (ISIN) for Solvonis Therapeutics Plc ordinary shares:
                                                                      GB00BMD1Z199
 b)    Nature of the transaction                                      Issue of consideration shares
 c)    Price(s) and volume(s)                                         Name               Price(s)   Volume(s)
                                                                      Nicholas Nelson   0.13p       38,461,538
                                                                      Dennis Purcell    0.13p       39,861,638
                                                                      Anthony Tennyson  0.13p       108,400,689
                                                                      Ryan Neates       0.13p       3,846,153

 
 d)    Aggregated information:                                        N/A

       -      Aggregated volume

       -      Price
 e)    Date of the transaction                                        15 May 2025
 f)    Place of the transaction                                       London Stock Exchange, XLON

 

 

2

Reason for the notification

a)

Position/status

See above

 

b)

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor

a)

Name

Solvonis Therapeutics Plc

b)

LEI

2138005PH7OJRCRPUD88

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

Identification code

Ordinary shares of £0.001 each in Solvonis Therapeutics Plc

 

Identification code (ISIN) for Solvonis Therapeutics Plc ordinary shares:
GB00BMD1Z199

b)

Nature of the transaction

Issue of consideration shares

c)

Price(s) and volume(s)

 Name               Price(s)   Volume(s)
 Nicholas Nelson   0.13p       38,461,538
 Dennis Purcell    0.13p       39,861,638
 Anthony Tennyson  0.13p       108,400,689
 Ryan Neates       0.13p       3,846,153

 

d)

Aggregated information:

-      Aggregated volume

-      Price

N/A

e)

Date of the transaction

15 May 2025

f)

Place of the transaction

London Stock Exchange, XLON

 

 

 

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