3LEG 3Legs Resources

TIDM3LEG

RNS Number : 7447U

3Legs Resources plc

31 July 2015

3Legs Resources plc

("3Legs" or "the Company")

Result of Annual General Meeting

Grant of Options

The Company announces that at the Annual General Meeting held earlier today all resolutions, including the resolution to amend the Company's investing policy, were duly passed.

The amended investing policy is set out below.

Grant of Options

The Board also announces that it has granted the remaining options available for grant under the option pool announced on 29 April 2015 to Directors of the Company. The options are exercisable at 0.232p per share at any time up to 16 February 2021 subject to a condition that no option be exercised if such exercise would trigger a requirement to make an offer under Rule 9 of the City Code on Takeovers and Mergers.

Details of the options granted to the Directors are set out below.

 
 Director       Options granted 
 
 Jim Mellon           8,623,053 
 Greg Bailey          8,623,053 
 

Enquiries

 
 3Legs Resources plc 
 Richard Armstrong                       Tel:    07787 500221 
 Colin Weinberg                          Tel:    07836 588504 
 
 Northland Capital Partners Limited      Tel:    0207 382 1100 
 (Nominated Adviser and Broker) 
 Matthew Johnson 
 Edward Hutton 
 
 Peterhouse Corporate Finance Limited    Tel:    0207 469 0934 
 (Joint Broker) 
 Lucy Williams 
 Duncan Vasey 
 

Investing Policy

The Company will seek to invest in and/or acquire companies within life sciences and related technologies. Initially the geographical focus will be North America, Asia and Europe but investments may also be considered in other regions to the extent that the Board considers that valuable opportunities exist and positive returns can be achieved.

In selecting investment opportunities, the Board will focus on businesses, assets and/or projects that are available at attractive valuations and hold opportunities to unlock embedded value. Where appropriate, the Board may seek to invest in businesses where it may influence the business at a board level, add their expertise to the management of the business, and utilise their industry relationships and access to finance; as such investments are likely to be actively managed.

The Company's interests in a proposed investment and/or acquisition may range from a minority position to full ownership and may comprise one investment or multiple investments. The proposed investments may be in either quoted or unquoted companies; and may be in companies, partnerships, earn-in joint ventures, debt or other loan structures, joint ventures or direct or indirect interests in companies or projects. The Board may focus on investments where intrinsic value can be achieved from the restructuring of investments or merger of complementary businesses.

The Board expects that investments will typically be held for the medium to long term, although short term disposal of assets by the Company cannot be ruled out if there is an opportunity to generate an attractive return for Shareholders. The Board will place no minimum or maximum limit on the length of time that any investment may be held by the Company.

There is no limit on the number of projects into which the Company may invest, and the Company's financial resources may be invested in a number of propositions or in just one investment, which may be deemed to be a reverse takeover under the AIM Rules for Companies. The Directors intend to mitigate risk by appropriate due diligence and transaction analysis. Any transaction constituting a reverse takeover under the AIM Rules will also require Shareholder approval. The Board considers that as investments are made, and new promising investment opportunities arise, further funding of the Company may also be required.

Where the Company builds a portfolio of related assets it is possible that there may be cross holdings between such assets. The Company does not currently intend to fund any investments with debt or other borrowings but may do so if appropriate. Investments are expected to be mainly in the form of equity, with debt potentially being raised later to fund the development of such assets. Investments in later stage assets are more likely to include an element of debt to equity gearing. The Board may also offer new ordinary shares in the capital of the Company by way of consideration as well as cash, thereby helping to preserve the Company's cash for working capital and as a reserve against unforeseen contingencies including, for example, delays in collecting accounts receivable, unexpected changes in the economic environment and operational problems.

The Board will conduct initial due diligence appraisals of potential businesses or projects and, where they believe further investigation is warranted, intend to appoint appropriately qualified persons to assist. The Board believes it has a broad range of contacts through which it is likely to identify various opportunities which may prove suitable. The Board believes its expertise will enable it to determine quickly which opportunities could be viable and so progress quickly to formal due diligence.

The Company will not have a separate investment manager. The Board proposes to carry out a comprehensive and thorough project review process in which all material aspects of a potential project or business will be subject to rigorous due diligence, as appropriate. Due to the nature of life sciences and related technologies it is unlikely that cash returns will be made in the short to medium term; rather the Company expects a focus on capital returns over the medium to long term.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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