OXFORD BIOMEDICA
ANNOUNCES UNDERWRITTEN INSTITUTIONAL PLACING AND OPEN OFFER
AND INVESTMENT BY SIGMA-ALDRICH TO RAISE £30.1 MILLION
Oxford
BioMedica (LSE: OXB), a gene therapy company, announced
today that it proposes to raise £30.1 million (approximately £28.0
million net of expenses) by way of a Placing and Open Offer
(the “Issue”) and an investment by Sigma-Aldrich
(the “Subscription”), comprising an aggregate
of 120.3 million new Ordinary Shares at 25 pence per share.
A prospectus issued by the Company, once approved by the
UK Listing Authority, containing details of the Issue and
Subscription is expected to be posted to Qualifying Shareholders
today together with an Application Form (where relevant)
and a Form of Proxy.
Oxford BioMedica
announced separately today that the first patient has been
treated in a second US Phase II trial with
TroVax® in renal cell carcinoma (see separate announcement).
Summary of the fundraising:
- Placing and Open Offer with new and existing investors
to raise £27.2 million (£25.1 million net of
expenses) through the issue of 108.8 million new Ordinary
Shares at 25 pence per share.
- Open Offer
to Qualifying Shareholders on the basis of one new Ordinary
Share for every 14 existing Ordinary
Shares.
- The Issue is fully underwritten by Evolution Securities,
the Company's sponsor and broker. NM Rothschild & Sons
acted as the Company’s financial adviser.
- Sigma-Aldrich, a life sciences and high technology
company, will invest £2.9 million at the Issue Price,
which will involve the issue of 11.5 million new Ordinary
Shares, alongside the Placing and Open Offer. This investment
is being made as part of a strategic alliance, announced
on 20 October 2005, which provides Sigma-Aldrich with an
exclusive licence to commercialise Oxford BioMedica’s
LentiVector® technology for the reagent and research
tool market.
- An EGM
is expected to take place at 10 a.m. on 12 December 2005
and, assuming all Resolutions are passed, the
new Ordinary Shares are expected to commence trading on 15
December 2005.
Commenting on
the Issue, Professor Alan Kingsman, Oxford BioMedica’s Chief Executive, said: “We
are very pleased to have completed this Placing and Open
Offer with
strong support from both our existing and new institutional
investors. Furthermore, we look forward to a successful relationship
with our strategic corporate investor, Sigma-Aldrich. The
new funds will enable the Company to initiate a Phase III
trial with TroVax and negotiate with commercial partners
from a position of strength. With the initiation of Phase
III development, a product pipeline showing progress across
all programmes, opportunities for commercial collaborations,
and now a strengthened balance sheet, I believe that the
Company can deliver significant value for shareholders.”
Meetings:
An analyst briefing will be held at 11:00 am today. The venue
for the meeting will be Buchanan Communications, 107 Cheapside,
London EC2V 6DN.
Web cast:
Simultaneously to the analyst briefing, there will be a live
audio web cast of the presentation.
To connect to
the web cast facility, please go to the Company’s
website: http://www.oxfordbiomedica.co.uk/ approximately
10 minutes (10:50 am) before the start of the briefing. This
will also be available for replay shortly after the presentation.
Click
here to view full details -
ends -
Evolution Securities, which is regulated in the United
Kingdom by the Financial Services Authority, is acting
as sponsor, broker and underwriter for Oxford BioMedica
and no one else in connection with the Placing and the
Open Offer and will not be responsible to anyone other
than Oxford BioMedica for providing the protections afforded
to its customers or for providing advice in relation
to the Placing and the Open Offer. Rothschild, which
is regulated in the United Kingdom by the Financial Services
Authority, is acting as financial adviser for Oxford
BioMedica and no one else in connection with the Placing
and the Open Offer and will not be responsible to anyone
other than Oxford BioMedica for providing the protections
afforded to its customers or for providing advice in
relation to the Placing and the Open Offer.
This Announcement has been issued by the Company and
is the sole responsibility of the Company. It has not
been independently verified by Evolution, Rothschild
or any other person. This Announcement does not purport
to be comprehensive or to contain all the information
that a recipient may need in order to evaluate the Company.
No representation or warranty, express or implied, is
given and, so far as is permitted by law and except in
the case of fraud, no responsibility or liability is
accepted by any person, with respect to the accuracy
or completeness of the Announcement or its contents or
any oral or written communication in connection with
the Placing and the Open Offer. In particular, but without
limitation, no representation or warranty is given as
to the achievement or reasonableness of, and no reliance
should be placed on, any projections, targets, estimates
or forecasts contained in this Announcement. In all cases,
interested parties should conduct their own investigation
and analysis of the Company and the data contained in
this Announcement.
None of the
new Ordinary Shares have been, nor will be, registered
in the United States under the U.S. Securities
Act 1933, as amended, or under the securities laws of
Australia, Canada, the Republic of Ireland or Japan and
they may not, subject to certain exceptions, be offered,
sold, delivered or transferred, directly or indirectly,
in or into the United States, Australia, Canada, the
Republic of Ireland or Japan or any other jurisdiction
where the extension or availability of the Placing and
the Open Offer or the offer or sale of such securities
would breach any applicable law (together, the "Excluded
Territories") or to, or for the account or benefit
of, any national, citizen or resident of any of the Excluded
Territories. This Announcement is not an offer of securities
for sale in the United States and securities may not
be offered or sold in the United States absent registration
or an exemption from registration under the U.S. Securities
Act of 1933, as amended. There will be no public offer
of the new Ordinary Shares in the United States.
This Announcement shall not constitute or form any part
of any offer or invitation to subscribe for, underwrite
or otherwise acquire, or any solicitation of any offer
to purchase or subscribe for, securities including in
the United States. Any purchase of, or application for,
securities in respect of the Placing and the Open Offer
should only be made on the basis of information contained
in the Prospectus, which is expected to be posted to
shareholders later today, and any supplement thereto.
Prices and values of shares may go down as well as up
and an investor may not get back the amount invested.
It should be noted that past performance is no guide
to future performance. Persons needing advice should
consult an independent financial adviser.
Certain statements made in this Announcement are forward-looking
statements. Such statements are based on current expectations
and, by their nature, are subject to a number of risks
and uncertainties that could cause actual results and
performance to differ materially from any expected future
results or performance, expressed or implied by the forward-looking
statement. The information and opinions contained in
this Announcement are subject to change without notice
and Oxford BioMedica assumes no responsibility or obligation
to update publicly or revise any of the forward-looking
statements contained herein.
The release, publication or distribution of this Announcement
in certain jurisdictions may be restricted by law and
therefore persons in such jurisdictions into which this
Announcement is released, published or distributed should
inform themselves about and observe such restrictions.
Any failure to comply with these restrictions may constitute
a violation of the securities laws of any such jurisdiction.
None of Evolution, Rothschild or the Company, nor their
respective directors, officers or agents, accepts any
liability to any person in relation to the distribution
or possession of the Announcement in any jurisdiction. Return to the News
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