THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT, 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,
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,
RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR,
OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN ARECOR
THERAPEUTICS PLC OR ANY OTHER ENTITY IN ANY
JURISDICTION.
8 August 2024
Arecor Therapeutics
plc
("Arecor Therapeutics" or the
"Company")
Result of General Meeting and
Total Voting Rights
Arecor Therapeutics (AIM: AREC), the
biopharmaceutical group advancing today's therapies to enable
healthier lives, is pleased to announce that the Resolutions to
approve, inter alia, the proposed Placing, Subscription and Retail
Offer as set out in the Circular published on 23 July 2024, and put
to Shareholders at the General Meeting held earlier today, were
duly passed. A summary of the voting results is set out
below.
Result of General Meeting
The Board reports that Resolution 1 passed as
an ordinary resolution and Resolution 2 passed as a special
resolution. Following the passing of the Resolutions, the
Company has received the authority for the Directors to allot and
issue the Placing Shares, Subscription Shares and Retail Offer
Shares.
The proxy voting results of the Resolutions are
included below:
Resolution
|
FOR
|
AGAINST
|
TOTAL
|
WITHHELD
|
|
No.
of votes cast
|
%
|
No.
of votes cast
|
%
|
No.
of votes cast
|
No.
|
Resolution 1
To grant the directors authority to
allot shares in the Company pursuant to the Fundraising in the
amount set out in the Notice of General Meeting
|
14,685,460
|
99.97
|
4,968
|
0.03
|
14,690,428
|
310
|
Resolution 2
Conditionally on the passing of
Resolution 1, to empower the directors to disapply pre-emption
rights on the issue of shares in the Company pursuant to the
Fundraising in the amount set out in the Notice of General
Meeting
|
14,685,460
|
99.97
|
4,968
|
0.03
|
14,690,428
|
310
|
Admission and Settlement
The Company has raised total gross
proceeds of approximately £6.42 million in aggregate (before
expenses) at the Issue Price through the Placing, Subscription and
Retail Offer. Application has been made for 7,129,615 New Ordinary
Shares to be admitted to trading on AIM, which is expected to occur at 8.00 a.m. on 9
August 2024.
Total Voting Rights
Following Admission, the Company
will have 37,756,601 Ordinary Shares in
issue. The Company does not currently hold any
shares in treasury. Therefore, the above figure of 37,756,601
Ordinary Shares may be used by shareholders of 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.
Unless otherwise stated, capitalised
terms not otherwise defined in the text
of this announcement
have the same meanings ascribed to them as in the Circular
published by the Company on 23 July 2024.
Arecor
Therapeutics plc
Dr Sarah Howell, Chief Executive
Officer
|
www.arecor.com
Tel: +44
(0) 1223 426060
Email: info@arecor.com
|
Panmure Liberum
Limited (NOMAD, Joint Bookrunner and Joint Broker)
Emma Earl, Freddy Crossley, Mark
Rogers (Corporate Finance), Rupert Dearden
(Corporate Broking)
|
Tel: +44 (0) 20 7886 2500
|
WG
Partners LLP (Joint Bookrunner and Joint
Broker)
Nigel Barnes, Satheesh Nadarajah,
David Wilson, Claes
Spang
|
|
Tel: +44
(0) 20 3705 9321
|
Beech Hill Securities, Inc. (Placement
Agent)
George Billington, Thomas
Lawrence
|
Tel: +1
212 350 7200
|
|
|
ICR
Consilium
Chris Gardner, David Daley, Lindsey
Neville
|
Tel: +44
(0) 20 3709 5700
Email: arecor@consilium-comms.com
|
About Arecor
Arecor Therapeutics plc is a
globally focused biopharmaceutical company transforming patient
care by bringing innovative medicines to market through the
enhancement of existing therapeutic products. By applying our
innovative proprietary technology platform, Arestat™, we are
developing an internal portfolio of proprietary products in
diabetes and other indications, as well as working with leading
pharmaceutical and biotechnology companies to deliver therapeutic
products. The Arestat™ platform is supported by an extensive patent
portfolio.
For further details please see our
website, www.arecor.com
IMPORTANT NOTICES
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 U.S. Securities Act of 1933, as amended, 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.
This announcement does not
constitute an offer to sell, or the solicitation of an offer to
acquire or subscribe for, Ordinary Shares in any jurisdiction where
such offer or solicitation is unlawful or would impose any
unfulfilled registration, qualification, publication or approval
requirements on the Company. The offer and sale of Ordinary Shares
has not been and will not be registered under the applicable
securities laws of Australia, Canada, the Republic of South Africa
or Japan. Subject to certain exemptions, the Ordinary Shares may
not be offered to or sold within Australia, Canada, the Republic of
South Africa or Japan or to any national, resident or citizen of
Australia, Canada, the Republic of South Africa or
Japan.
This announcement does not
constitute, or form part of, any offer or any solicitation of an
offer to subscribe for any shares or other securities, nor shall it
(or any part of it) or the fact of its dissemination form the basis
of, or be relied on in connection with, any contract with respect
thereto.