THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL
THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF ANY OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY NEW ORDINARY SHARES, 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 OR ACT AS ANY INDUCEMENT TO ENTER INTO, ANY CONTRACT OR COMMITMENT WHATSOEVER WITH RESPECT TO THE PROPOSED FIRM PLACING AND PLACING AND OPEN OFFER OR OTHERWISE. THIS ANNOUNCEMENT IS NOT A PROSPECTUS AND INVESTORS SHOULD NOT SUBSCRIBE FOR OR PURCHASE ANY NEW ORDINARY SHARES REFERRED TO IN THIS ANNOUNCEMENT EXCEPT SOLELY ON THE BASIS OF INFORMATION IN THE PROSPECTUS THAT WAS PUBLISHED ON 6 JULY 2012. COPIES OF THE PROSPECTUS ARE AVAILABLE FROM OXFORD BIOMEDICA’S HEAD OFFICE AT MEDAWAR CENTRE, ROBERT ROBINSON AVENUE, THE OXFORD SCIENCE PARK, OXFORD, OX4 4GA.
OXFORD BIOMEDICA PLC
RESULTS OF FIRM PLACING AND OPEN OFFER
On 29 June 2012, the Board of Oxford BioMedica plc (the “Company” or “Oxford BioMedica”) announced details of a proposed share issue to raise gross proceeds of £16 million (£14.5 million net of expenses) by way of a firm placing of 440,000,000 new ordinary shares of 1 pence each (the “New Ordinary Shares”) (the “Firm Placing”) and an open offer of up to 201,037,353 New Ordinary Shares (the “Open Offer)” at a price of 2.5 pence per New Ordinary Share.
Defined terms used in this announcement shall have the same meaning as those terms defined and used in the prospectus of the Company dated 6 July 2012.
The Company has received valid acceptances in respect of 23,362,652 Open Offer Shares from Qualifying Shareholders. This represents approximately 11.6 per cent. of the Open Offer Shares offered. All eligible applications received from Qualifying Shareholders will be allocated their pre-emption entitlements and all eligible applications under the Excess Application Facility will be allocated their Open Offer Shares as applied for.
The Firm Placing and Open Offer remain conditional, amongst other things, upon the passing of the Resolutions at the General Meeting, to be held at 9.30 a.m. on 25 July 2012 and Admission occurring no later than 8.00 a.m. on 26 July or such later time or date as the parties to the Placing Agreement may determine.
Application has been made to the UK Listing Authority (“UKLA”) for the New Ordinary Shares to be admitted to the premium segment of the Official List and to the London Stock Exchange for the New Ordinary Shares to be admitted to trading on the London Stock Exchange's main market for listed securities. It is expected that Admission will become effective on 26 July 2012 and that dealings in the New Ordinary Shares will commence at 8.00 a.m. on 26 July 2012. Thereafter, Oxford BioMedica will have a total of 1,408,238,209 Ordinary Shares in issue.
The New Ordinary Shares, when issued and fully paid will rank equally in all respects with the Existing Ordinary Shares.
This announcement should be read in conjunction with the full text of the Prospectus. A copy of the Prospectus is available at the UKLA's National Storage Mechanism and will be available for inspection at www.hemscott.com. In addition, the Prospectus is available to view on the “Investors” section of the Company's website at www.oxfordbiomedica.co.uk. Copies of the Prospectus are also available from the offices of Oxford BioMedica plc, Medawar Centre, Robert Robinson Avenue, The Oxford Science Park, Oxford, OX4 4GA.
For further information please contact:
|Oxford BioMedica plc Tel: +44 (0)1865 783 000
John Dawson, Chief Executive Officer
Tim Watts, Chief Financial Officer
Lara Mott, Head of Corporate Communications
|Singer Capital Markets Limited Tel: +44 (0)20 3205 7500
(Financial Adviser, Sponsor, Broker and Underwriter)
|Media Enquiries: Tel: +44 (0)20 7920 2360
|WG Partners Tel: +44 (0)20 7149 6000
(Adviser and Placing Agent)
This announcement is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into the United States, Australia, Canada or Japan or any jurisdiction into which the publication or distribution would be unlawful.
This announcement is for information purposes only and does not constitute an offer to sell or issue or the solicitation of an offer to buy or acquire shares in the capital of the Company in the United States, Australia, Canada or Japan or any jurisdiction in which such offer or solicitation would be unlawful. Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdictions. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (“Securities Act”) and may not be offered, sold or transferred, directly or indirectly, within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and the securities laws of any state or other jurisdiction of the United States. The securities are being offered and sold outside the United States in accordance with Regulation S under the Securities Act. No public offering of the shares referred to in this announcement is being made in the United States, Australia, Canada or Japan or any jurisdiction in which such public offering would be unlawful.
The information in this press release may not be forwarded or distributed to any other person and may not be reproduced in any manner whatsoever. Any forwarding, distribution, reproduction, or disclosure of this information in whole or in part is unauthorised. Failure to comply with this directive may result in a violation of the Securities Act or the applicable laws of other jurisdictions.
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Notes to editors
About Oxford BioMedica®
Oxford BioMedica (LSE:OXB) is a leading gene and cell therapy company focused on developing life changing treatments for serious diseases. Oxford BioMedica and its subsidiaries (the “Group”) have built a sector leading lentiviral vector delivery platform (LentiVector®) through which the Group develops in vivo and ex-vivo products both in-house and with partners. The Group has created a valuable proprietary portfolio of gene and cell therapy product candidates in the areas of oncology, ophthalmology and CNS disorders. The Group has also entered into a number of partnerships, including with Novartis, Sanofi, GSK, and Immune Design, through which it has long-term economic interests in other potential gene and cell therapy products. Oxford BioMedica is based across several locations in Oxfordshire, UK and employs more than 250 people. Further information is available at www.oxfordbiomedica.co.uk.
For further information please contact
Oxford BioMedica plc
John Dawson, Chief Executive Officer
Stuart Paynter, Chief Financial Officer
Tel: +44 (0)1865 783 000
Consilium Strategic Communications – Media Enquiries
Mary-Jane Elliott/Matthew Neal/Philippa Gardner/Laura Thornton/Rosie Phillips
Tel: +44 (0)20 3709 5700