TIDMORPH
RNS Number : 1713C
Open Orphan PLC
17 June 2021
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES,
AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR ANY JURISDICTION WHERE
IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT. FURTHER, THIS
ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND SHALL NOT
CONSTITUTE AN OFFER TO SELL OR ISSUE OR THE SOLICITATION TO BUY,
SUBSCRIBE FOR OR OTHERWISE ACQUIRE ANY ORDINARY SHARES OF POOLBEG
PHARMA LIMITED (THE "COMPANY") IN ANY JURISDICTION IN WHICH ANY
SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL.
This announcement is not an admission document or a prospectus.
This announcement is not and does not constitute or form part of,
and should not be construed as, an offer of securities for
subscription or sale in any jurisdiction nor a solicitation of any
offer to buy or subscribe for, any securities in any jurisdiction,
nor shall it or any part of it, or the fact of its distribution,
form the basis of, or be relied on in connection with, any contract
or commitment whatsoever. This announcement does not constitute a
recommendation regarding any securities. Prospective investors
should not subscribe for or purchase any securities referred to in
this announcement except in compliance with applicable securities
laws and regulation and on the basis of the information in the
final admission document ("Admission Document") to be published by
the Company, and any supplement thereto, in connection with the
placing ("Placing") of its ordinary shares ("Shares") and the
proposed admission ("Admission") of the Shares to trading on the
AIM market of London Stock Exchange plc ("London Stock Exchange").
A copy of the Admission Document will, following publication, be
available for viewing on the Company's website at
www.poolbegpharma.com
This announcement constitutes a financial promotion for the
purposes of section 21 of the Financial Services and Markets Act
2000 and has been approved by finnCap Ltd which is authorised and
regulated by the Financial Conduct Authority.
17 June 2021
Open Orphan PLC and Poolbeg Pharma
("Open Orphan") Limited
("Poolbeg Pharma",
"Poolbeg" or the
"Company")
Demerger Update
Further to Open Orphan's announcement on 14 June 2021 in
relation to the distribution in specie, the boards of Open Orphan
and Poolbeg Pharma are pleased to announce Poolbeg's intention to
seek admission of its shares to trading on AIM , a market of the
London Stock Exchange ("Admission"). Funds raised as part of
Admission will be used primarily to fund the clinical trial costs
associated with the development of the Company's POLB 001 asset as
a treatment for severe influenza and to acquire and develop new
portfolio assets.
Wide asset portfolio
-- Attractive lead asset - POLB 001:
o First-in-class, Phase II ready small molecule immunomodulator
for severe influenza.
o Addresses unmet need for effective treatments against severe
influenza (c. $800m addressable market)
o Applications beyond influenza are possible with label
extensions (and the Company holds worldwide right s for all
uses)
-- Vaccine D iscovery P latform harnessing data from the human
challenge model to potentially discover new vaccines which the
Directors believe could generate significant shareholder value
-- PredictViral(TM) Biomarker platform for predicting severe
disease - potential to transform the way infectious diseases are
treated
-- Licensed access to one of the largest infectious disease
progression data and bio banks i.e. Open Orphan's data and biobank,
with the potential to interrogate the data with an AI data analysis
platform (advanced discussions underway) to accelerate the
identification of drug targets / products
-- Pipeline of further assets for acquisition post-IPO
Infectious Disease Market
-- Market expected to exceed $250bn by 2025
-- Cumulative costs of the COVID-19 pandemic in terms of lost
output & health reduction is equivalent to 90% of US GDP
($16tn)
-- Significant recent M&A and licensing activity in the infectious disease space
Capital light business model
-- Enables the Company to develop assets to Phase II quickly
with relatively modest investment where they can potentially be
monetised / licensed to big pharmaceutical companies
-- Platform for growth with a proven, streamlined method of
identifying drugs to acquire / license, access to key data to drive
that platform and well protected intellectual property
-- Faster and more cost-effective development model than
traditional biotech's giving potential for multiple value
inflection points as each asset is advanced through the pipeline
with a view to ultimate monetisation / licensing to big
pharmaceutical companies
-- Intend to use c ontingent payments to fund asset acquisitions
therefore minimising / eliminating potential equity dilution
Track Record
-- Strong heritage - initial assets from Open Orphan, a
well-established, revenue generating business with over 20 years'
experience in infectious diseases and human challenge trials
-- Track record of delivery and creating value for shareholders
- management team has completed three IPOs, built revenue
generating businesses and achieved significant exits
Poolbeg IPO
-- Signal of quality to prospective partners and customers,
raising the profile of the business
-- Provides a supportive platform on which to accelerate existing assets through development
-- Funds raised will allow the Company to acquire / license
additional assets and technologies as appropriate
-- A portion of the Placing is expected to qualify for EIS and
VCT related tax relief in addition to an expected retail offering
via PrimaryBid
-- Cathal Friel, Non-Executive Chairman of Poolbeg has committed
to participate in the IPO alongside incoming investors on the same
terms
Jeremy Skillington, PhD, CEO of Poolbeg Pharma said:
"The COVID-19 pandemic has placed the issue of infectious
diseases firmly in the public eye; Governments and international
organisations are now investing heavily to ensure they are better
prepared.
"Poolbeg Pharma is aiming to carve out a leading position in
this rapidly evolving and expanding sector. We have an excellent
heritage in infectious diseases and a management team with a track
record of delivering value creation.
"Our capital light business model is an important
differentiator. Through deep biological analysis of disease
progression, we believe that it should enable us to reposition
existing drug candidates and develop assets to Phase II stage
quickly with relatively modest investment where they can then
potentially be acquired / licensed to big pharmaceutical companies.
We aim to be customer-led and will use our extensive network to
become a 'one stop shop' for big pharma, developing the assets that
they need."
Cathal Friel, Executive Chairman of Open Orphan and
Non-Executive Chairman of Poolbeg Pharma commented:
"Poolbeg Pharma is a great opportunity to maximise the potential
of some of Open Orphan's pharma assets which are non-core to our
successful human challenge clinical trial business in a focused and
capital efficient way.
"Poolbeg's approach to asset development should result in good
licensing opportunities and excellent returns in a relatively short
period of time with substantially less risk than the traditional
biotech model and allow for regular investor newsflow . In
addition, in Poolbeg we have assembled a leading management team,
generated an exciting pipeline of potential acquisitions and
entered advanced discussions with leading AI data analysis
platforms to increase the attractiveness of the Company and its
offering. Thus, I am confident and excited in the Company's
prospects going forward and will be personally investing alongside
incoming investors as part of the potential IPO.
"We are extremely proud that this is now the third life science
IPO from the Raglan Capital stable after Amryt Pharma plc and Open
Orphan plc, and we are excited to have Jeremy Skillington joining
as CEO, bringing his valuable experience and successful track
record with Inflazome to the team."
- Ends -
Open Orphan plc
Cathal Friel, Executive Chairman +353 (0) 1 644 0007
Arden Partners PLC (Nominated Adviser &
Joint Broker)
John Llewellyn-Lloyd, Richard Johnson,
Oscair McGrath +44 (0) 207 614 5900
finnCap Ltd (Joint Broker)
Geoff Nash, James Thompson, Charlie Beeson +44 (0) 20 7220 0500
Davy (Euronext Growth Adviser and Joint
Broker)
Anthony Farrell +353 (0) 1 679 6363
Walbrook PR (Financial PR & IR) +44 (0)20 7933 8780 or openorphan@walbrookpr.com
Paul McManus / Louis Ashe-Jepson +44 (0)7980 541 893 / 07747 515 393
/ Sam Allen / 07502 558 258
Notes to Editors
Open Orphan plc (London and Euronext: ORPH) is a rapidly growing
pharmaceutical service/contract research company that is a world
leader in testing vaccines and antivirals using human challenge
clinical trials. The company provides services to Big Pharma,
biotech and government/public health organisations.
Open Orphan runs challenge studies in London from both its
19-bedroom Whitechapel quarantine clinic, opened in February 2021,
and its 24-bedroom QMB clinic which also has a highly specialised
virology and immunology laboratory on-site. Open Orphan has a
leading portfolio of eight human challenge study models for
conditions such as RSV, flu, asthma and COPD. In addition, Open
Orphan is also developing the world's first COVID-19 human
challenge study model as part of the Human Challenge Programme and
has signed a reservation contract with the UK Government for the
first three COVID-19 vaccine challenge studies.
Building upon its many years of challenge studies and virology
research, the Company is developing an in-depth database of
infectious disease progression data. Based on the Company's Disease
in Motion(R) platform, this unique dataset includes clinical,
immunological, virological and digital (wearable) biomarkers. The
Disease in Motion platform has many potential applications across a
wide variety of end users including big technology, wearables,
pharma and biotech companies. Following COVID-19 there is now a
renewed interest and investment in infectious diseases.
Open Orphan's Paris office has been providing biometry, data
management and statistics to its many European pharmaceutical
clients for over 20 years. For over 15 years, the Company's
Netherlands office has been providing drug development consultancy
and services, including CMC (chemistry, manufacturing and
controls), PK and medical writing, to a broad range of European
clients. Both offices are now also fully integrated with the London
office and working on challenge study contracts as well as
supporting third party trial contracts.
About Poolbeg Pharma
Poolbeg Pharma is a clinical stage infectious disease
pharmaceutical company, with a capital light clinical model which
the Directors believe enables it to develop multiple products
faster and more cost effectively than the traditional biotech
model. Poolbeg has aspirations to become the "one-stop shop" for B
ig P harma seeking mid-stage products to license or acquire .
Poolbeg is targeting the growing infectious disease market. In
the wake of the COVID-19 pandemic, infectious disease has become
one of the fastest growing and exciting markets with expected
market value of $250bn by 2025. Poolbeg is led by a team who have a
track record of creating shareholder value, creating c. $1bn in
shareholder value between them.
With its initial assets from Open Orphan plc and headquartered
in London, Poolbeg is led by a team with proven capabilities in
identifying, acquiring and accelerating assets through development
to commercialisation. With access to knowledge, experience and
clinical data from over 20 years of Influenza, RSV, HRV and
SARS-CoV-2 human challenge trials, Poolbeg is using these insights
to acquire new assets as well as reposition clinical stage
products, reducing spend and risk. It already has a Phase II ready
repositioned small molecule immunomodulator for severe influenza
and a portfolio of other exciting assets . The Company plans to
broaden th is portfolio further in the next 12 months and is in
active discussions with AI data analysis platforms to help
accelerate the power of its data and biobank .
Potential risks
Potential risks include execution risk; economic risk; IP risk;
regulatory risk; clinical trial risk. Before subscribing for or
purchasing any shares in the Company, persons viewing this
announcement should ensure that they fully understand and accept
all risks which will be set out in the Admission Document if
published.
Directors
Cathal Friel, aged 56 - Non-Executive Chairman
Cathal is a successful entrepreneur, starting work at 16 years
due to his father's untimely illness he went on to complete his
education at night classes and got an MBA from the University of
Ulster in 1990. He spent the following five years lecturing part
time in International Marketing and Business Planning at the
University of Ulster, while running his own new technology services
business. In 2001 he was part of the team who successfully
established Merrion Stockbrokers in Dublin and in 2007 he founded
Raglan Capital.
Cathal is the Executive Chairman and Co-Founder of Open Orphan
which IPO'd on the London and Dublin stock exchanges in June 2019.
He also co-founded Amryt Pharma plc in 2015 along with Joe Wiley,
which is listed on the London stock exchange since 2016 and which
listed on Nasdaq in July 2020.
Prior to Amryt, Cathal founded Fastnet Oil & Gas plc in 2011
which he IPO'd on the London stock exchange. Cathal was a finalist
in the International category as part of the EY Entrepreneur of the
Year 2020.
Jeremy Skillington, PhD, aged 50 - Chief Executive Officer
Jeremy began his biotechnology career in the Business
Development group of Genentech, Inc in California in 2002. At
Genentech he was responsible for executing over 40 licensing,
investment and collaboration transactions. Returning to Ireland in
2009, he then led Business Development and was a member of the
Senior Management team at Opsona Therapeutics Ltd before becoming a
founder and CEO of immuno-oncology company TriMod Therapeutics
Ltd.
He joined German investment fund HS Lifesciences GmbH in 2014 to
provide start-up and business development support to portfolio
companies ImmunoQure AG and Ethris GmbH. He joined Inflazome on its
founding in 2016 and was instrumental in their acquisition by Roche
in September, 2020 for EUR380M (GBP325M) upfront and significant
downstream milestone payments.
Jeremy studied Biochemistry at the National University of
Ireland, Galway where he was awarded his Ph.D. He performed his
post-doctoral research at the University of California, San
Francisco in the lab of Prof Rik Derynck.
Ian O'Connell, aged 33 - Chief Financial Officer
Ian is an experienced financial professional with a depth of
healthcare and public markets experience. He co-founded Open Orphan
plc, was made a Board Observer and as VP Corporate Development led
the acquisition of hVIVO & the RTO of Venn Life Sciences.
As a member of the core senior management team, he helped drive
the company to its position today as a world leader in testing of
vaccines and antivirals using human challenge studies. He also
worked closely with Cathal Friel and Amryt's senior management on
the establishment of Amryt Pharma plc. Ian has corporate finance
experience at both Raglan Capital and Deloitte Corporate
Finance.
Ian is a Member of Chartered Accountants Ireland
Patrick Ashe, aged 58 - Independent Non-Executive Director
Patrick Ashe has a career spanning 30 years as a business
executive and entrepreneur in the pharmaceutical and biotechnology
industry. He spent 16 years with Elan Corporation plc and served as
Vice President of Business Development in its US division from 1994
- 2001. He was subsequently a co-founder and led the business and
corporate development functions of specialty pharma companies
Athpharma (2001-2004) and AGI Therapeutics plc (2004 - 2011), and
the orphan disease company Vidara Therapeutics (2011 - 2014).
Following the sale of Vidara to Horizon Therapeutics plc in 2014,
Patrick became Senior Vice President of Business Development of
Horizon, a role he held until his retirement in 2016. Patrick has
served as a board director for a number of private and public
companies.
Patrick holds a BSc (Hon) in Pharmacology from University
College Dublin and an MBA from Dublin City University Business
School.
Eddie Gibson, aged 47, Independent Non-Executive Director
Eddie has over 20 years of experience within the pharmaceutical
industry working across multiple geographies and senior roles.
Eddie is a Managing Director at Wickenstones Ltd, a global
pharmaceutical strategy consultancy, focussing on market access and
associated technical disciplines. Eddie currently holds
Non-Executive Director positions at O-innovations Ltd, supporting
the development and commercialisation of its innovative renewable
technologies, and Nanovery Ltd, where he supports the development
of molecular diagnostics.
Previously, Eddie was a senior director at Aveo Oncology, where
he was responsible for new product strategy and European
commercialisation. Eddie also spent 9 years at Bristol-Myers
Squibb, providing general management and brand leadership through
various roles. He is also a Global Pharma Key Opinion Leader at the
Korean Health Industry Development Institute. Eddie holds a BSc
(Hon) in Chemistry from the University of Bristol and a PhD in
Biochemistry from the University of Oxford. He has completed the
CEDEP management course and has been a member of the International
Society of Pharmacoeconomics and Outcomes Research since 2013.
Prof. Luke O'Neill, aged 57, Independent Non-Executive
Director
Luke O'Neill is a world-renowned immunologist and Chair of
Biochemistry in the School of Biochemistry and Immunology at
Trinity College Dublin. His research focuses on the molecular basis
of inflammatory diseases. Luke is also Fellow at the Royal Society
& Royal Irish Academy Gold Medal for Life Science.
Luke O'Neill co-founded Inflazome in 2016, a pioneering
inflammasome company which developed orally available inhibitors to
address clinical unmet needs across a variety of inflammatory
diseases. Inflazome was acquired by Roche for EUR380m in 2020.
Luke was the recipient of the Science Communicator of the Year
Award in 2020, and has made contributions regarding Covid-19 to Sky
News, The Washington Post, Channel 4, Euronews and the Wall Street
Journal.
Scientific Advisory Board
Elaine Sullivan, Scientific Advisor
Elaine Sullivan is CEO of Curadh Pharmaceuticals, a
Non-Executive Director at Open Orphan, IP Group plc and Active
Biotech AB and is a member of the Supervisory Board at Evotec AG
which is listed on the Frankfurt Stock Exchange. She has over 25
years of international experience working in the pharmaceutical and
biotech industry. Elaine has worked as part of the most senior
management teams in R&D at Eli Lilly and AstraZeneca. She
served as Vice President Global External Research and Development
at Eli Lilly & Company, Inc., Indianapolis, USA, where she led
a global workforce delivering access to business critical external
innovation. She was a member of the investment committees of Lilly
Ventures and Lilly Asian Ventures and the steering committees of
Lilly's Capital Fund partners.
Prior to joining Eli Lilly, Dr Sullivan held various positions
in the area of drug discovery and development at AstraZeneca
including Vice President R&D, New Opportunities. In this role,
she led AstraZeneca's virtual therapy disease function which
pinpointed new disease areas and created new therapeutic
applications for multiple molecular entities and advanced them into
the clinic. She also held the role of Vice-President, Science &
Technology with the focus on acquiring new technologies which led
to decreased attrition of compounds failing for toxicity and
efficacy reasons in the clinic. During her career, she gained
extensive knowledge of various aspects of drug discovery and
development having developed new molecules in virology, cancer and
ophthalmology. She co-founded Carrick Therapeutics, a European
oncology company which has raised EUR100 million. She has
successfully delivered over 250 collaborations and transactions
including spinouts, joint ventures, strategic partnerships and
acquisitions.
Dr Sullivan holds a doctorate in Molecular Biology and Virology
from the University of Edinburgh, UK, and a bachelor's degree in
Molecular Biology from the University of Glasgow, UK.
Prof. Luke O'Neill, Scientific Advisor
As above.
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The information contained in this announcement is for background
purposes only and does not purport to be full or complete. No
reliance may be placed by any person for any purpose on the
information contained in this announcement or its accuracy,
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Any shares referred to herein may not be offered or sold in the
United States unless registered under the United States Securities
Act of 1933 ("Securities Act") except pursuant to a transaction
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This announcement may include statements that are, or may be
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"projects", "anticipates", "expects", "intends", "may", "will" or
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objectives, goals, future events or intentions. These statements
reflect beliefs of the Directors (including based on their
expectations arising from pursuit of the Company's strategy) as
well as assumptions made by the Directors and information currently
available to the Group. Although the Directors consider that these
beliefs and assumptions are reasonable, by their nature,
forward-looking statements involve known and unknown risks,
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Company's actual financial condition, results of operations, cash
flows, liquidity or prospects to be materially different from any
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performance cannot be relied upon as a guide to future performance
and should not be taken as a representation that trends or
activities underlying past performance will continue in the future.
Forward-looking statements speak only as of the date they are made.
No representation is made or will be made that any forward-looking
statements will come to pass or prove to be correct.
Any subscription or purchase of shares should be made solely on
the basis of information contained in the Admission Document which
may be issued by the Company. The information in this announcement
is subject to change. Before subscribing for or purchasing any
shares, persons viewing this announcement should ensure that they
fully understand and accept the risks which will be set out in the
Admission Document if published. No reliance may be placed for any
purpose on the information contained in this announcement or its
accuracy or completeness.
The Company may decide not to go ahead with Admission and there
is therefore no guarantee that Admission will occur. You should not
base any financial decision on this announcement. Acquiring
investments to which this announcement relates may expose an
investor to a significant risk of losing all of the amount
invested.
Persons considering making investments should consult an
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