Angle PLC: Angle PLC Announces Proposed Placing of 29,437,152 New Ordinary Shares at 35 pence per share Proposed subscriptions of 5,352,026 New Ordinary Shares at 35 pence per share Conditional Acquisition of certain assets of Axela Inc.
(firmenpresse) - GUILDFORD, SURREY -- (Marketwired) -- 10/05/17 -- Angle PLC (OTCQX: ANPCY) (AIM: AGL)
(AIM: AGL; OTCQX: ANPCY)
ANGLE plc (AIM: AGL; OTCQX: ANPCY), a leading player in the liquid biopsy market, today announces the conditional acquisition of certain assets of Axela Inc. ("") for a total consideration payable, subject to certain balancing adjustments, of CAD6.15 million (approximately £ 3.7 million) (the ""), together with a conditional Placing and subscriptions (including a subscription by Covington, Axela''s major shareholder and creditor) to raise in aggregate approximately £ 12.2 million (before expenses) at 35 pence (the "") per New Ordinary Share (the ""), through finnCap and WG Partners, acting as joint brokers to the Company.
"We are delighted to announce the conditional acquisition of certain assets from Axela that enable the downstream analysis of circulating tumour cells (CTCs) harvested by ANGLE''s Parsortix™ system. These assets, in combination with Parsortix™, are expected to enable ANGLE to offer a full liquid biopsy "sample to answer" solution.
"Axela is a highly sensitive platform that can analyse up to 100 genes simultaneously and at a low cost. Its performance was proven analysing the CTCs harvested by Parsortix™ in our US ANG-003 200 patient ovarian cancer study. We believe the Parsortix™ Axela combination will provide a highly effective cancer gene panel solution based on a simple blood test that has the potential to enable precision medicine and transform cancer care in the future. Cancer is a highly heterogeneous disease and we believe that cancer gene panels are a key element in providing effective clinical applications.
"ANGLE''s strategy remains to partner its Parsortix™ cell harvesting technique with as many downstream analysis technologies as possible. The goal is for Parsortix™ to become the adopted standard for harvesting cancer cells for analysis from blood across a wide range of clinical applications in different cancer types.
We are also delighted that the £ 12.2 million conditional fundraising has been so well supported by both existing and new institutional shareholders."
Axela''s technology offers a multiplex solution for the measurement of gene expression for over 100 genes simultaneously and can be used for the measurement of DNA, RNA and protein expression for both research and clinical use.
Axela''s technology fills a gap in the market as it offers many of the advantages of NGS (next generation sequencing) in terms of its ability to measure large number of genes for each sample whilst having the low cost of PCR (polymerase chain reaction), the traditional approach which is limited in the number of genes it can measure simultaneously.
While ANGLE''s Parsortix™ system harvests circulating tumour cells (CTCs), Axela''s system analyses the harvested CTCs to provide tumour-specific information.
The Directors believe that Axela''s downstream analysis solution is particularly well suited to ANGLE''s proposed clinical applications and will complement Parsortix™ by providing an analysis element to the Company''s offering enabling the Company to capture a greater proportion of the liquid biopsy value chain.
Axela reported revenue of CAD335,000 and an LBITDA of CAD348,000 for the six months ended 31 March 2017.
ANGLE is acquiring certain assets and employees including intellectual property, fixed assets, inventory and a property leasehold interest from Axela.
It is intended that eight of Axela''s staff will join the ANGLE team.
Axela was spun out of the University of Toronto in 2001.
Placing and subscriptions to raise approximately £ 12.2 million (before expenses) at a price of 35 pence per New Ordinary Share.
Placing of the New Ordinary Shares is to consist of a Venture Capital Trust and Enterprise Investment Scheme placing of 3,757,146 New Ordinary Shares ("EIS/VCT Placing Shares") and a general placing of 25,680,006 New Ordinary Shares ("General Placing Shares").
Placing being conducted through an accelerated book build process which will open with immediate effect following this announcement.
Certain subscribers (including Ian Griffiths, a director of the Company, and various staff members) also intend to subscribe for 772,857 New Ordinary Shares ("General Subscription").
In addition, Covington Fund II, Axela''s major shareholder and creditor, has conditionally agreed to subscribe for 4,579,169 New Ordinary Shares and to enter into an 18 month lock in arrangement in respect of those shares (the "Covington Subscription").
Proceeds of Fundraising (excluding proceeds of the EIS/VCT Placing) to be used to fund the Acquisition and its integration, development and working capital with the remaining proceeds (including the net proceeds of the EIS/VCT Placing) being used to provide the Company with funds to complete ovarian cancer triaging assay optimisation and validation studies and provide further working capital to the Company.
Issue Price represents a discount of approximately 3 per cent to the closing mid-market price of an Ordinary Shares of 36 pence on 4 October 2017.
Placing and General Subscription Shares, together with the Covington Subscription Shares will represent approximately 46.5 per cent of the Company''s Existing Ordinary Shares.
The Placing and General Subscription are conditional, inter alia, upon the passing of the Resolutions at the General Meeting and upon the relevant Admission becoming effective (placing of the EIS/VCT Placing Shares is conditional upon, inter alia, EIS/VCT Admission and placing of the General Placing Shares and General Subscription Shares are conditional upon, inter alia EIS/VCT Admission and General Admission). The General Meeting is expected to be held at 10.00 a.m. on 30 October 2017 at the offices of the Company at 10 Nugent Road, The Surrey Research Park, Guildford, Surrey GU2 7AF.
The Covington Subscription is conditional upon, inter alia, General Admission and Covington Admission.
Further details of the Placing are set out in the appendix to this announcement.
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Datum: 05.10.2017 - 00:18 Uhr
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