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RNS Number : 1705F ValiRx PLC 21 May 2026
21 May 2026
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, IN OR INTO OR WITHIN THE UNITED STATES, AUSTRALIA, NEW ZEALAND,
CANADA, SOUTH AFRICA OR JAPAN, OR ANY MEMBER STATE OF THE EEA, OR ANY OTHER
JURISDICTION WHERE, OR TO ANY OTHER PERSON TO WHOM, TO DO SO MIGHT CONSTITUTE
A VIOLATION OR BREACH OF ANY APPLICABLE LAW OR REGULATION. PLEASE SEE THE
IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
THE MARKET ABUSE REGULATION (EU) 596/2014 WHICH FORMS PART OF THE LAWS OF
ENGLAND AND WALES PURSUANT TO THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("UK
MAR"). UPON PUBLICATION OF THIS ANNOUNCEMENT THIS INSIDE INFORMATION IS NOW
CONSIDERED TO BE WITHIN THE PUBLIC DOMAIN.
ValiRx PLC
("ValiRx" or the "Company")
Result of Oversubscribed WRAP Retail Offer
Director / PDMR Shareholding
London, UK - ValiRx Plc (AIM: VAL), an innovative life sciences company
focusing on early-stage cancer therapeutics and women's health, with a
pipeline of assets including CLX001 and VAL201, is pleased to confirm,
further to the announcement made on 18 May 2026, the result of WRAP Retail
Offer. The WRAP Retail Offer was substantially oversubscribed, demonstrating
strong support from retail shareholders.
The WRAP Retail Offer has raised gross proceeds of approximately £150,000,
through the issue of 75,000,000 new ordinary shares of 0.1 pence each at a
price of 0.2 pence per share (the "WRAP Retail Offer Shares"). With the gross
proceeds of the Placing and Subscription of £1,005,000, in aggregate, the
Company has therefore raised gross proceeds of approximately £1,155,000 at a
price of 0.2 pence per New Ordinary Share. In connection with the Fundraising
the Company will (subject to the approval of shareholders) grant 577,500,000
Fundraising Warrants and 50,000,000 Broker Warrants.
The grant of the Fundraising Warrants and Broker Warrants are subject to the
passing of the Fundraising Resolutions at the General Meeting.
Director / PDMR Shareholding
Further to the announcement released on 15 May 2026, Mark Eccleston, Chief
Executive Officer of the Company, indicated his intention to participate in
the WRAP Retail Offer. Pursuant to the WRAP Retail Offer, on 20 May 2026, Mr
Eccleston purchased 25,000,000 New Ordinary Shares at a price of 0.2 pence per
New Ordinary Share. Details of Mr Eccleston's shareholding is set out below.
Director Purchase price (Aggregated) Ordinary shares purchased Resultant interest in ordinary shares Resultant percentage of issued ordinary shares
Mark Eccleston 0.2 pence 25,000,000 84,746,187 6.42%
Further details are set out in the Notification of Dealing Form below.
Related Party Transaction
The participation of Mark Eccleston in the WRAP Retail Offer is a "related
party transaction" for the purposes of Rule 13 of the AIM Rules (the
"Transaction"). Cathy Tralau-Stewart and Martin Gouldstone, being directors of
the Company independent of the Transaction, having consulted with the
Company's nominated adviser, Cairn Financial Advisers LLP, consider that the
terms of the Transaction are fair and reasonable in so far as the Company's
shareholders are concerned.
Admission
Application has been made to the London Stock Exchange for the Placing Shares,
Subscription Shares and WRAP Retail Offer Shares to be admitted to trading on
AIM. It is anticipated that Admission will become effective and that dealings
in the Placing Shares, Subscription Shares, WRAP Retail Offer Shares will
commence on AIM at 8.00 a.m. on or around 1 June 2026.
The New Ordinary Shares to be issued pursuant to the WRAP Retail Offer will be
issued free of all liens, charges and encumbrances and will, on Admission,
rank pari passu in all respects with the New Ordinary Shares to be issued
pursuant to the Placing, the Subscription and the Company's existing Ordinary
Shares.
Total Voting Rights
For the purpose of the Disclosure Guidance and Transparency Rules, following
Admission the enlarged issued share capital of the Company will comprise
1,320,301,072 ordinary shares of 0.1 pence each. The Company does not hold any
shares in treasury. The above figure may be used by 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 Disclosure Guidance and Transparency Rules.
Terms used but not defined in this announcement have the same meaning as set
out in the Company's announcement released at 7:00 a.m. on 15 May 2026.
For more information, please contact:
Investor questions on this announcement https://valirx.com/link/r6gp4P
We encourage all investors to share questions
on this announcement via our investor hub
ValiRx plc Tel: +44 115 784 0026
www.valirx.com (http://www.valirx.com)
Dr Mark Eccleston, CEO Mark.Eccleston@valirx.com
Cairn Financial Advisers LLP (Nominated Adviser) Tel: +44 (0) 20 7213 0880
Liam Murray / Ludovico Lazzaretti / James Western
Shard Capital Partners LLP (Broker) Tel: +44 (0) 20 7186 9000
Damon Heath
Andrew Gutmann
Winterflood Retail Access Platform +44(0) 20 3100 0286
Sophia Bechev / Kaitlan Billings WRAP@winterflood.com
V Formation (Public Relations) +44 (0) 115 646 5491
www.vformation.co.uk (http://www.vformation.biz)
Jocelyn Braithwaite Jocelyn@vformation.co.uk
Further information on the Company can be found on its website at
www.valirx.com
(https://cairnfin.sharepoint.com/Users/marktreharne/Library/Containers/com.apple.mail/Data/Library/Mail%20Downloads/3CA6831B-0D1D-44FE-B2D9-71F1E9E3F3BA/www.valirx.com)
The Company's LEI is 213800VQKB9SJCQDET40.
This announcement should be read in its entirety. In particular, the
information in the "Important Notices" section of the announcement should be
read and understood.
Important Notices
The content of this announcement has been prepared by and is the sole
responsibility of the Company.
This announcement and the information contained herein is not for release,
publication or distribution, directly or indirectly, in whole or in part, in
or into or from the United States (including its territories and possessions,
any state of the United States and the District of Columbia (the "United
States" or "US")), Australia, Canada, New Zealand, Japan, the Republic of
South Africa, any member state of the EEA or any other jurisdiction where to
do so might constitute a violation of the relevant laws or regulations of such
jurisdiction.
The WRAP Retail Offer Shares have not been and will not be registered under
the US Securities Act of 1933, as amended (the "US Securities Act") or under
the applicable state securities laws of the United States and may not be
offered or sold directly or indirectly in or into the United States. No public
offering of the WRAP Retail Offer Shares is being made in the United States.
The WRAP Retail Offer Shares are being offered and sold outside the United
States in "offshore transactions", as defined in, and in compliance with,
Regulation S under the US Securities Act ("Regulation S") to non-US persons
(within the meaning of Regulation S). In addition, the Company has not been,
and will not be, registered under the US Investment Company Act of 1940, as
amended.
This announcement does not constitute an offer to sell or issue or a
solicitation of an offer to buy or subscribe for WRAP Retail Offer Shares in
the United States, Australia, Canada, New Zealand, Japan, the Republic of
South Africa, any member state of the EEA or any other jurisdiction in which
such offer or solicitation is or may be unlawful. No public offer of the
securities referred to herein is being made in any such jurisdiction.
This announcement is not for publication or distribution, directly or
indirectly, in or into the United States of America. This announcement is
not an offer of securities for sale into the United States. The securities
referred to herein have not been and will not be registered under the US
Securities Act, and may not be offered or sold in the United States, except
pursuant to an applicable exemption from registration. No public offering of
securities is being made in the United States.
The distribution of this announcement may be restricted by law in certain
jurisdictions and persons into whose possession any document or other
information referred to herein comes should inform themselves about and
observe any such restriction. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such jurisdiction.
WRAP is a proprietary technology platform owned and operated by Winterflood
Securities Ltd (registered address at Riverbank House, 2 Swan Lane, London
EC4R 3GA; FRN 141455). Winterflood Securities Ltd ("Winterflood") is
authorised and regulated in the United Kingdom by the Financial Conduct
Authority, is acting exclusively for the Company and for no-one else and will
not regard any other person (whether or not a recipient of this announcement)
as its client in relation to the WRAP Retail Offer and will not be responsible
to anyone other than the Company for providing the protections afforded to its
clients, nor for providing advice in connection with the WRAP Retail Offer,
Admission and the other arrangements referred to in this announcement.
The value of Ordinary Shares and the income from them is not guaranteed and
can fall as well as rise due to stock market movements. When you sell your
investment, you may get back less than you originally invested. Figures refer
to past performance and past performance is not a reliable indicator of future
results. Returns may increase or decrease as a result of currency
fluctuations.
Certain statements in this announcement are forward-looking statements which
are based on the Company's expectations, intentions and projections regarding
its future performance, anticipated events or trends and other matters that
are not historical facts. These forward-looking statements, which may use
words such as "aim", "anticipate", "believe", "intend", "estimate", "expect"
and words of similar meaning, include all matters that are not historical
facts. These forward-looking statements involve risks, assumptions and
uncertainties that could cause the actual results of operations, financial
condition, liquidity and dividend policy and the development of the industries
in which the Company's businesses operate to differ materially from the
impression created by the forward-looking statements. These statements are not
guarantees of future performance and are subject to known and unknown risks,
uncertainties and other factors that could cause actual results to differ
materially from those expressed or implied by such forward-looking statements.
Given those risks and uncertainties, prospective investors are cautioned not
to place undue reliance on forward-looking statements.
These forward-looking statements speak only as at the date of this
announcement and cannot be relied upon as a guide to future performance. The
Company and Winterflood expressly disclaim any obligation or undertaking to
update or revise any forward-looking statements contained herein to reflect
actual results or any change in the assumptions, conditions or circumstances
on which any such statements are based unless required to do so by the
Financial Conduct Authority, the London Stock Exchange or applicable law.
The information in this announcement is for background purposes only and does
not purport to be full or complete. None of Winterflood or any of its
affiliates, accepts any responsibility or liability whatsoever for, or makes
any representation or warranty, express or implied, as to this announcement,
including the truth, accuracy or completeness of the information in this
announcement (or whether any information has been omitted from the
announcement) or any other information relating to the Company or associated
companies, whether written, oral or in a visual or electronic form, and
howsoever transmitted or made available or for any loss howsoever arising from
any use of the announcement or its contents or otherwise arising in connection
therewith. Winterflood and its affiliates, accordingly disclaim all and any
liability whether arising in tort, contract or otherwise which they might
otherwise be found to have in respect of this announcement or its contents or
otherwise arising in connection therewith.
Any indication in this announcement of the price at which the Ordinary Shares
have been bought or sold in the past cannot be relied upon as a guide to
future performance. Persons needing advice should consult an independent
financial adviser. No statement in this announcement is intended to be a
profit forecast and no statement in this announcement should be interpreted to
mean that earnings or target dividend per share of the Company for the current
or future financial years would necessarily match or exceed the historical
published earnings or dividends per share of the Company.
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.
The WRAP Retail Offer Shares to be issued or sold pursuant to the WRAP Retail
Offer will not be admitted to trading on any stock exchange other than the
London Stock Exchange.
Cairn Financial Advisers LLP ("Cairn"), which is authorised and regulated by
the FCA in the United Kingdom, is acting as Nominated Adviser to the Company.
Cairn has not authorised the contents of, or any part of, this announcement,
and no liability whatsoever is accepted by Cairn for the accuracy of any
information or opinions contained in this announcement or for the omission of
any material information. The responsibilities of Cairn as the Company's
Nominated Adviser under the AIM Rules for Companies and the AIM Rules for
Nominated Advisers are owed solely to London Stock Exchange plc and are not
owed to the Company or to any director or shareholder of the Company or any
other person, in respect of its decision to acquire shares in the capital of
the Company in reliance on any part of this announcement, or otherwise.
Shard Capital Partners LLP ("Shard") is authorised and regulated by the FCA in
the United Kingdom. Shard is acting solely as broker exclusively for the
Company and no one else in connection with the Placing and the contents of
this Announcement and will not regard any other person (whether or not a
recipient of this Announcement) as its client in relation to the Placing or
the contents of this Announcement nor will it be responsible to anyone other
than the Company for providing the protections afforded to its clients or for
providing advice in relation to the contents of this Announcement. Apart from
the responsibilities and liabilities, if any, which may be imposed on Shard by
FSMA or the regulatory regime established thereunder, Shard accepts no
responsibility whatsoever, and makes no representation or warranty, express or
implied, for the Placing or the contents of this Announcement including its
accuracy, completeness or verification or for any other statement made or
purported to be made by it, or on behalf of it, the Company or any other
person, in connection with the Company and the contents of this Announcement,
whether as to the past or the future. Shard accordingly disclaims all and any
liability whatsoever, whether arising in tort, contract or otherwise (save as
referred to above), which it might otherwise have in respect of the contents
of this Announcement or any such statement.
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No.
596/2014
1 Details of the person discharging managerial responsibilities/person closely
associated
a. Name Mark Eccleston
2 Reason for notification
a. Position/Status Director
b. Initial notification/ Initial notification
Amendment
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a. Name ValiRx PLC
b. LEI 213800VQKB9SJCQDET40
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
Identification Code
ISIN: GB00BLH13C52
b. Nature of the transaction Purchase of shares through the WRAP Retail Offer
c. Price(s) and volume(s)
Price(s) Volume(s)
0.20 pence 25,000,000
d. Aggregated information
- Aggregated Volume See above
- Price
e. Date of the transaction 20 May 2026
f. Place of the transaction AIM
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