TIDMBVX
RNS Number : 5759G
BiVictriX Therapeutics PLC
19 July 2023
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT, IS
RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, TO U.S. PERSONS OR IN
OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND OR
THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH IT
WOULD BE UNLAWFUL TO DO SO.
THIS ANNOUNCEMENT, INCLUDING THE APPICES AND THE INFORMATION
CONTAINED IN THEM, IS RESTRICTED AND IS NOT FOR RELEASE,
PUBLICATION, DISTRIBUTION OR FORWARDING, IN WHOLE OR IN PART,
DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA,
CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR ANY
OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR
DISTRIBUTION WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT
CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMATION,
OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE
OR DISPOSE OF ANY SECURITIES IN E-THERAPEUTICS PLC OR ANY OTHER
ENTITY IN ANY SUCH JURISDICTION. PLEASE SEE THE IMPORTANT NOTICES
AT THE OF THIS ANNOUNCEMENT.
BIVICTRIX THERAPEUTICS PLC
("BiVictriX" or the "Company")
Result of Conditional Fundraise
Alderley Park, 19 July 2023 - BiVictriX Therapeutics plc (AIM:
BVX), an emerging biotechnology company applying a differentiated
approach to develop next-generation cancer therapies with
substantially improved cancer cell selectivity and anti-cancer
activity, announces, further to the announcement made by the
Company on 19 July 2023 (the "Launch Announcement"), it has
conditionally raised gross proceeds in aggregate of GBP2,133,415
million through the Placing of 9,268,579 Placing Shares and
Subscription of 7,142,308 Subscription Shares at the Issue
Price.
Upon completion, 16,410,887 new Ordinary Shares will be issued
pursuant to the Fundraise at the Issue Price of 13 pence per new
Ordinary Share.
Details of the Fundraise
-- Pursuant to the Placing, a total 9,268,579 Placing Shares
will be issued, raising gross proceeds of GBP1,204,915.
-- Pursuant to the Subscription, a total of 7,142,308
Subscription Shares will be issued, raising gross proceeds of
GBP928,500.
-- The Fundraise (details of which were in the Launch
Announcement) is conditional on, inter alia, shareholder approval
being received at the Company's General Meeting ("GM"), which is
expected to be held on 8 August 2023 at 11 a.m. at the Company's
registered office, Mereside Alderley Park, Alderley Edge,
Manchester, SK10 4TG.
-- A circular which sets out details of the Fundraise, and also
includes a Notice of GM, will be posted to shareholders who have
elected to opt out of receiving electronic communications on 20
July 2023 (the "Circular").
-- An application for Admission of the Placing Shares and
Subscription Shares will be made in due course with such shares
expected to be admitted to trading on AIM on or around 9 August
2023, conditional upon shareholder approval at the GM. The new
Ordinary Shares will rank pari passu in all respects with the
Company's existing Ordinary Shares at the time.
Tiffany Thorn, Chief Executive Officer of BiVictriX Therapeutics
plc, commented: "We recently announced the nomination of our final
clinical candidate for the BVX001 programme which reported marked
tumour regressions in a murine model of Acute Myeloid Leukaemia.
Shortly after, we reported further positive data from a second in
vivo efficacy study, showing highly statistically significant
tumour regressions even when the tumours were established at a much
larger size. These recent successes acted as the catalyst for this
capital raise, and we are delighted by the support from both new
and existing shareholders in this fundraise, which places us in a
unique position to further advance the progress of BVX001 for
patients with challenging-to-treat cancers ."
Related Party Participation in the Fundraise
Three Directors have subscribed for an aggregate of 276,924
Subscription Shares at the Issue Price for an aggregate amount of
approximately GBP 36,000 as set out below:
Director Amount Current Number Number of Percentage
subscribed holding of Subscription Ordinary Shares of Ordinary
in the Subscription of Ordinary Shares held post Admission Share Capital
Shares held post
Admission
Dr Michael
Kauffman GBP13,000 75,000 100,000 175,000 0.2
---------------------- ------------- ----------------- --------------------- ---------------
William
Drummond
Paris GBP10,000 75,000 76,924 151,924 0.2
---------------------- ------------- ----------------- --------------------- ---------------
Professor
Robert
Hawkins* GBP13,000 225,000 100,000 325,000 0.4
---------------------- ------------- ----------------- --------------------- ---------------
*Professor Robert Hawkins' subscription was made by Hawkins
Medical Ltd, a company of which Robert Hawkins is the majority
shareholder
In addition, Robert Keith, a substantial shareholder in the
Company subscribed for 2,769,231 Subscription Shares at the Issue
Price as set out below:
Shareholder Amount Current Number Number of Percentage
subscribed holding of Subscription Ordinary Shares of Ordinary
in the of Ordinary Shares held post Admission Share Capital
Subscription Shares held post
Admission
Robert Keith GBP360,000 6,883,434 2,769,230 9,652,664 11.7
--------------- ------------- ----------------- --------------------- ---------------
Related Party Transaction
Michael Kauffman, William Drummond Paris , Robert Hawkins and
Robert Keith are, respectively, Directors of and a substantial
shareholder in the Company (the "Related Parties") and their
participation in the Subscription constitutes a related party
transaction in accordance with AIM Rule 13. Tiffany Thorn, Iain
Ross and Susan Lowther are not participating in the Subscription
and are therefore considered independent Directors for these
purposes, having consulted with the Company's Nominated Adviser,
consider the terms of the Related Parties' participation in the
Subscription to be fair and reasonable insofar as BiVictriX's
shareholders are concerned.
Significant Shareholders
Certain significant shareholders have also conditionally
subscribed for Placing Shares or Subscription Shares. As at the
date of this announcement and immediately following Admission, the
Directors are aware of the following persons who, directly or
indirectly, are interested in three per cent. or more of the
Company's existing Ordinary Share Capital before Admission and
their resultant holdings after Admission:
Immediately following
Date of this Announcement Admission
---------------------------- ------------------------------
Current Percentage Resulting
holding of issued holding Percentage
of Ordinary Ordinary of Ordinary of Enlarged
Shares Shares Shares Share Capital
--------------- ----------- ------------- ---------------
DBW Investments 11,870,021 17.9 11,870,021 14.4
Alderley Park / Biocity 6,812,268 10.3 6,812,268 8.3
Cannacord Genuity Group
Inc 6,000,000 9.1 9,076,924 11.0
UK Future Fund 2,284,527 3.5 2,284,527 2.8
Alden AS 2,000,000 3.0 4,307,692 5.2
Total Voting Rights
Upon completion of the Fundraise and following Admission of the
Placing Shares and Subscription Shares, the Company's issued and
fully paid share capital will consist of 82,526,088 Ordinary
Shares. The Company has no Ordinary Shares in treasury. As such,
the total number of voting rights in the Company will be 82,526,088
Ordinary Shares. Following Admission, this number may be used by
shareholders as the denominator for the calculations by which they
will determine if they are required to notify their interest, or a
change to their interest in, the Company under the FCA's Disclosure
Guidance and Transparency Rules.
Note
Defined terms used in this announcement shall have the same
meaning as in the Launch Announcement unless otherwise
specified.
Ends
For more information, please contact:
BiVictriX Therapeutics plc
Tiffany Thorn, Chief Executive Officer
Michael Kauffman, Non-Executive Email: info@bivictrix.com
Chairman
SP Angel Corporate Finance LLP Tel: +44 (0) 20 3470 0470
(NOMAD and Broker)
David Hignell, Kasia Brzozowska
(Corporate Finance)
Vadim Alexandre, Rob Rees (Sales
and Broking)
Panmure Gordon (UK) Limited (Joint Tel: +44 (0) 20 7886 2500
Broker)
Rupert Dearden, Freddy Crossley,
Emma Earl
Consilium Strategic Communications
Mary-Jane Elliott, Namrata Taak, Tel: +44 (0) 20 3709 5700
Genevieve Wilson, Emmalee Hoppe Email: Bivictrix@consilium-comms.com
About BiVictriX Therapeutics plc
BiVictriX (AIM: BVX) is an emerging biotechnology company
leveraging clinical experience and its proprietary discovery engine
to advance a new class of highly cancer-selective, next-generation
precision cancer therapies in one of the fastest-growing markets in
oncology. BiVictriX's first-in-class Bi-Cygni(R) Antibody Drug
Conjugates ( ADCs) combine superior efficacy with substantially
improved cancer-selectivity and safety to provide opportunities for
prolonged dosing and greater efficacy in the clinic. The Company is
advancing its pipeline to deliver the future of cancer care across
a broad range of haematological and solid cancer indications in
areas of high unmet medical need .
Find out more at www.bivictrix.com and connect with us on
LinkedIn and Twitter @BiVictriX .
IMPORTANT NOTICES
No action has been taken by the Company or Panmure Gordon or SP
Angel or any of their respective affiliates, or any person acting
on its or their behalf that would permit an offer of the Placing
Shares, Subscription Shares or possession or distribution of this
Announcement or any other offering or publicity material relating
to such Placing Shares or Subscription Shares in any jurisdiction
where action for that purpose is required. Persons into whose
possession this Announcement comes are required by the Company and
the Joint Brokers to inform themselves about, and to observe, such
restrictions.
No prospectus, offering memorandum, offering document or
admission document has been or will be made available in connection
with the matters contained in this Announcement and no such
prospectus is required (in accordance with Regulation (EU) No
2017/1129 (as amended) (the "EU Prospectus Regulation") or the EU
Prospectus Regulation as it forms part of UK domestic law by virtue
of the European Union (Withdrawal) Act 2018 ("EUWA") (the "UK
Prospectus Regulation")) to be published. Persons needing advice
should consult a qualified independent legal adviser, business
adviser, financial adviser or tax adviser for legal, business,
financial or tax advice.
This Announcement has not been approved by the London Stock
Exchange.
This Announcement must not be acted on or relied on by persons
who are not Relevant Persons (as defined in Appendix II). Persons
distributing this Announcement must satisfy themselves that it is
lawful to do so. Any investment or investment activity to which
this Announcement relates is available only to Relevant Persons and
will be engaged in only with Relevant Persons.
This Announcement does not constitute, or form part of, a
prospectus relating to the Company, nor does it constitute or
contain any invitation or offer to any person, or any public offer,
to subscribe for, purchase or otherwise acquire any shares in the
Company or advise persons to do so in any jurisdiction, nor shall
it, or any part of it (other than the Appendix in relation to
Placees) form the basis of or be relied on in connection with any
contract or as an inducement to enter into any contract or
commitment with the Company. In particular, the Placing Shares and
Subscription Shares have not been, and will not be, registered
under the United States Securities Act of 1933, as amended (the
"Securities Act") or qualified for sale under the laws of any state
of the United States or under the applicable laws of any of Canada,
Australia, the Republic of South Africa, New Zealand or Japan and,
subject to certain exceptions, may not be offered or sold in the
United States or to, or for the account or benefit of, US persons
(as such term is defined in Regulation S under the Securities Act)
or to any national, resident or citizen of Canada, Australia, the
Republic of South Africa, New Zealand or Japan.
The distribution or transmission of this Announcement and the
offering of the Placing Shares and/or Subscription Shares in
certain jurisdictions may be restricted or prohibited by law or
regulation. Persons distributing this Announcement must satisfy
themselves that it is lawful to do so. Any failure to comply with
these restrictions may constitute a violation of the securities
laws of any such jurisdiction. No action has been taken by the
Company or the Joint Brokers that would permit an offering of such
shares or possession or distribution of this Announcement or any
other offering or publicity material relating to such shares in any
jurisdiction where action for that purpose is required. Persons
into whose possession this Announcement comes are required by the
Company and the Joint Brokers to inform themselves about, and to
observe, such restrictions. In particular, this Announcement may
not be distributed, directly or indirectly, in or into the United
States, Australia, Canada, Japan, New Zealand, the Republic of
South Africa or any other jurisdiction in which such release,
publication or distribution would be unlawful. Overseas
Shareholders and any person (including, without limitation,
nominees and trustees), who have a contractual or other legal
obligation to forward this document to a jurisdiction outside the
UK should seek appropriate advice before taking any action.
By participating in the Bookbuild and the Fundraise, each person
who is invited to and who chooses to participate in the Fundraise
by making an oral or written and legally binding offer to acquire
Placing Shares will be deemed to have read and understood this
Announcement in its entirety.
This Announcement contains "forward-looking statements" which
includes all statements other than statements of historical fact,
including, without limitation, those regarding the Company's
financial position, business strategy, plans and objectives of
management for future operations, or any statements preceded by,
followed by or that include the words "targets", "believes",
"expects", "aims", "intends", "will", "may", "anticipates",
"would", "could", "indicative", "possible" or similar expressions
or negatives thereof. Such forward-looking statements involve known
and unknown risks, uncertainties and other important factors beyond
the Company's control that could cause the actual results,
performance or achievements of the Company to be materially
different from future results, performance or achievements
expressed or implied by such forward-looking statements. Such
forward-looking statements are based on numerous assumptions
regarding the Company's present and future business strategies and
the environment in which the Company will operate in the future.
These forward-looking statements speak only as at the date of this
Announcement. The Company expressly disclaims any obligation or
undertaking to disseminate any updates or revisions to any
forward-looking statements contained herein to reflect any change
in the Company's expectations with regard thereto or any change in
events, conditions or circumstances on which any such statements
are based unless required to do so by applicable law or the AIM
Rules.
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 losses per share of the
Company for the current or future financial years would necessarily
match or exceed the historical published earnings or losses per
share of the Company.
This Announcement has been issued by and is the sole
responsibility of the Company. No representation or warranty,
express or implied, is or will be made as to, or in relation to,
and no responsibility or liability is or will be accepted by the
Joint Brokers or by any of their respective affiliates or any
person acting on its or their behalf as to, or in relation to, the
accuracy or completeness of this Announcement or any other written
or oral information made available to or publicly available to any
interested party or its advisers, and any liability therefore is
expressly disclaimed.
This Announcement does not constitute a recommendation
concerning any investor's investment decision with respect to the
Fundraise. Any indication in this Announcement of the price at
which Ordinary Shares have been bought or sold in the past cannot
be relied upon as a guide to future performance. The price of
shares and any income expected from them may go down as well as up
and investors may not get back the full amount invested upon
disposal of the shares. Past performance is no guide to future
performance. This Announcement does not identify or suggest, or
purport to identify or suggest, the risks (direct or indirect) that
may be associated with an investment in the Placing Shares and/or
Subscription Shares. The contents of this Announcement are not to
be construed as legal, business, financial or tax advice. Each
investor or prospective investor should consult their or its own
legal adviser, business adviser, financial adviser or tax adviser
for legal, business, financial or tax advice.
All offers of the Placing Shares and/or Subscription Shares will
be made pursuant to an exemption under the UK Prospectus Regulation
or the EU Prospectus Regulation from the requirement to produce a
prospectus. This Announcement is being distributed and communicated
to persons in the UK only in circumstances to which section 21(1)
of the FSMA does not apply.
The Placing Shares and Subscription Shares to be issued or sold
pursuant to the Fundraise will not be admitted to trading on any
stock exchange other than the AIM market of the London Stock
Exchange.
Persons (including, without limitation, nominees and trustees)
who have a contractual or other legal obligation to forward a copy
of this Announcement should seek appropriate advice before taking
any action.
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.
This Announcement has been prepared for the purposes of
complying with applicable law and regulation in the United Kingdom
and the information disclosed may not be the same as that which
would have been disclosed if this Announcement had been prepared in
accordance with the laws and regulations of any jurisdiction
outside the United Kingdom.
Panmure Gordon and SP Angel are authorised and regulated in the
United Kingdom by the FCA and are acting exclusively for the
Company and no one else in connection with the Fundraise, the
contents of this Announcement or any other matters described in
this Announcement. Panmure Gordon and SP Angel will not regard any
other person as its client in relation to the Fundraise, the
content of this Announcement or any other matters described in this
Announcement and will not be responsible to anyone (including any
Placees) other than the Company for providing the protections
afforded to its clients or for providing advice to any other person
in relation to the Fundraise, the content of this Announcement or
any other matters referred to in this Announcement. SP Angel's
responsibilities as Nominated Adviser to the Company are owed
solely to the London Stock Exchange and no-one else.
Appendix II to this Announcement (which forms part of this
Announcement) sets out the terms and conditions of the Placing. By
participating in the Placing, each person who is invited to and who
chooses to participate in the Placing by making or accepting an
oral and legally binding offer to acquire Placing Shares will be
deemed to have read and understood this Announcement in its
entirety (including Appendix II) and to be making such offer on the
terms and subject to the conditions set out in this Announcement
and to be providing the representations, warranties, undertakings,
agreements and acknowledgements contained in Appendix II. The
Company, the Joint Brokers and their respective affiliates, agents,
directors, officers and employees will rely upon the truth and
accuracy of the representations, warranties, undertakings,
agreements and acknowledgements contained in Appendix II.
Notification and public disclosure of transactions by persons
discharging managerial responsibilities and persons closely
associated with them.
1. Details of the person discharging managerial responsibilities
/ person closely associated
a) Name 1) Michael Kauffman
2) William Drummond Paris
3) Robert Hawkins
------------------------------- --------------------------------------------
2. Reason for the Notification
-----------------------------------------------------------------------------
a) Position/status 1) Non-Executive Chairman
2) Senior Independent Non-Executive
Director
3) Independent Non-Executive Director
------------------------------- --------------------------------------------
b) Initial notification/Amendment Initial notification
------------------------------- --------------------------------------------
3. Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
-----------------------------------------------------------------------------
a) Name BiVictriX Therapeutics plc
------------------------------- --------------------------------------------
b) LEI 213800ZI85IZNA6N3L53
------------------------------- --------------------------------------------
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 Ordinary Shares of 1 pence each
the Financial GB00BNXH3K91
instrument, type
of instrument
Identification
code
------------------------------- --------------------------------------------
b) Nature of the Subscription for Subscription
transaction Shares
------------------------------- --------------------------------------------
c) Price(s) and Price(s) Volume(s)
volume(s) 1) 13 p 100,000
2) 13 p 76,924
3) 13 p 100,000
----------
------------------------------- --------------------------------------------
d) Aggregated information: Price(s) Volume(s)
* Aggregated volume 13p 276,924
----------
* Price
------------------------------- --------------------------------------------
e) Date of the transaction 19 July 2023
------------------------------- --------------------------------------------
f) Place of the AIM, London Stock Exchange
transaction
------------------------------- --------------------------------------------
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END
MSCUKABROSUBAAR
(END) Dow Jones Newswires
July 19, 2023 13:16 ET (17:16 GMT)
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