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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Advanced Oncotherapy Plc | LSE:AVO | London | Ordinary Share | GB00BD6SX109 | ORD 25P |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 1.925 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Medical Laboratories | 0 | -29.49M | -0.0549 | -0.35 | 10.32M |
From Apr 2019 to Apr 2024
TIDMAVO
RNS Number : 5130M
Advanced Oncotherapy PLC
14 October 2016
14 October 2016
ADVANCED ONCOTHERAPY PLC
("Advanced Oncotherapy" or the "Company")
Open Offer
Posting of Circular
Further to the announcement made on 30 September 2016, the Company is pleased to announce details of the Open Offer.
Introduction
The Company announces that up to a maximum of approximately GBP4.02 million (being below the EUR5 million threshold which would require the publication by the Company of a prospectus under the Prospectus Rules) would be raised by way of an Open Offer made to Qualifying Shareholders of up to 4,020,587 Open Offer Shares. The Open Offer is being conducted on the basis of 1 Open Offer Share for every 13 Existing Ordinary Shares held as at the Record Date of 13 October 2016.
The Issue Price of 100 pence represents a discount of approximately 3.4 per cent to the closing price of each Existing Ordinary Share of 103.5 pence on 13 October 2016 (being the last practicable date prior to publication of this announcement). The Issue Price is the same as the price per new Ordinary Share recently issued under the Subscription.
As part of the Open Offer, the Excess Open Offer Entitlement facility will allow excess applications for Open Offer Shares over and above Qualifying Shareholders' Open Offer Entitlements to be accepted from such holders to the extent that other Qualifying Shareholders do not take up their full Open Offer Entitlement.
As the allotment and issue of the Open Offer Shares will not exceed the Company's existing authorities to allot shares for cash on a non pre-emptive basis, no general meeting of the Company is required to be convened to seek Shareholders' approval to complete the Open Offer.
The Ordinary Shares to be issued pursuant to the Open Offer are to be admitted to trading on AIM, which is expected to take place at 8.00 a.m. on 1 November 2016. A further announcement will be made in due course.
Reasons for the Open Offer and use of proceeds
In May 2016, the Company announced that it had entered into the Metric Capital Finance Facility. This facility was conditional upon a future GBP25 million cash or capital injection to fund the development of a manufacturing base for the LIGHT system. In the light of the progress made in manufacturing its first LIGHT system and cementing its relationship with key manufacturing partners, the Company has decided to remove the uncertainty of this condition by carrying out the Subscription and implementing a financing plan supported by banks and strategic partners which should not be dilutive to equity investors. Metric Capital have confirmed that these arrangements would both obviate the requirement for the condition referred to above and trigger the drawdown of the GBP24m available under the Metric Capital Finance Facility.
The Directors are mindful of the support of existing Shareholders and have therefore decided to offer all Shareholders the opportunity to participate in the Open Offer at the same price as the Subscription.
The Company will use the net proceeds of the Open Offer to continue the development of the Company's first LIGHT system which, once installed in Harley Street, will be the first Proton therapy centre in London. The funds will also support the Company's advancing collaboration with manufacturing partner Thales, which aims to provide volume manufacturing capabilities initially targeted at producing eight LIGHT systems a year.
Directors' intentions in relation to the Open Offer
The primary purpose of the Open Offer is to allow existing Shareholders (other than Directors) to subscribe for Ordinary Shares at the same price as the Subscription; therefore, in order to maximise the number of Open Offer Shares available to such existing Shareholders, the Directors have confirmed to the Company that they do not intend to participate in the Open Offer.
Posting of the Circular
A circular containing further details of the Open Offer is being posted to shareholders today. A copy of the circular will also be available on the Company's website (www.advancedoncotherapy.com) from today.
Expected Timetable of Principal Events
2016
Record Date for entitlement under 6.00 p.m. on the Open Offer 13 October Ex-Entitlement Date 14 October Posting of the circular and, 14 October to Qualifying non--CREST shareholders only, the Application Forms Open Offer Entitlements and Excess 8.00 am on 17 CREST Open Offer Entitlements October credited to stock accounts in CREST of Qualifying CREST Shareholders Latest recommended time and date 4.30 p.m. on for requesting withdrawal of 25 October Open Offer Entitlements and Excess CREST Open Offer Entitlements from CREST Latest time for depositing Open 3.00 p.m. on Offer Entitlements and Excess 26 October CREST Open Offer Entitlements into CREST Latest time and date for splitting 3.00 p.m. on Application Forms (to satisfy 27 October bona fide market claims) Latest time and date for receipt 11.00 a.m. on of completed Application Forms 31 October and payment in full from Qualifying Shareholders under the Open Offer or settlement of relevant CREST instruction (as appropriate) Admission effective and dealings 8.00 a.m. on in the Open Offer Shares expected 1 November to commence on AIM Expected date for crediting of 1 November the Open Offer Shares in uncertificated form to CREST stock options Expected date of dispatch of By the week commencing share certificates in respect 14 November of the Open Offer Shares
The dates set out in the Expected Timetable of Principal Events above and mentioned throughout this announcement may be adjusted by the Company in which event details of the new dates will be notified to AIM and, where appropriate, to Shareholders.
All references to time are to the time in London, England.
Hot Features
Premium
Advanced Oncotherapy Plc www.avoplc.com
Michael Sinclair, CEO Tel: +44 20 3617 8728
Nicolas Serandour, CFO & COO
Stockdale Securities (Nomad & Joint Broker)
Antonio Bossi / David Coaten Tel: +44 20 7601 6100
Beaufort Securities (Joint Broker)
Jon Belliss / Elliott Hance Tel: +44 20 7382 8300
Walbrook PR (Financial PR & IR) Tel: +44 20 7933 8780 or avo@walbrookpr.com
Paul McManus / Anna Dunphy Mob: +44 7980 541 893 / Mob:
+44 7876 741 001
About Advanced Oncotherapy plc www.avoplc.com
Advanced Oncotherapy is a provider of particle therapy systems with protons that harnesses the best in modern technology. As a result, Advanced Oncotherapy will offer healthcare providers affordable systems that will enable them to treat cancer with an innovative technology providing better health outcomes and fewer treatment related side effects.
Advanced Oncotherapy's team "ADAM" based in Geneva focuses on the development of a proprietary proton accelerator called Linac Image Guided Hadron Technology ("LIGHT"). LIGHT accelerates protons to the energy levels achieved in legacy machines but in a unit that is a fraction of the size and significantly lower in cost. This compact configuration delivers proton beams in a linear way that facilitates a greater precision and electronic control which is not achievable with older technologies.
The Company has signed two purchase agreements for the LIGHT proton therapy systems to be installed in hospitals in China. There are also four additional framework agreements and further Letters of Intent from other healthcare providers.
The Company has also signed a joint venture agreement with CircleHealth, owned by AIM-listed Circle Holdings plc, to operate the Company's proton beam cancer therapy centre in Harley Street.
Advanced Oncotherapy continually monitors the market for any emerging improvements in delivering proton therapy and actively seeks working relationships with providers of these innovative technologies. Through these relationships, the Company will remain the prime provider of an innovative and cost-effective system for particle therapy with protons.
DEFINITIONS
"2006 Act" the UK Companies Act 2006
"Admission" the admission to trading on
AIM of the Open Offer Shares,
which is expected to take
place on 1 November 2016
"AIM Rules for the AIM rules for Companies,
Companies" as published and amended from
time to time by the London
Stock Exchange
"AIM Rules for the rules for nominated advisers
Nominated Advisers" to AIM companies, as published
and amended from time to time
by the London Stock Exchange
"Applicant" a Qualifying Shareholder or
a person entitled by virtue
of a bona fide market claim
who lodges an Application
Form under the Open Offer
"Application Form" the application form which
accompanies the circular on
which Qualifying non-CREST
Shareholders may apply for
Open Offer Shares under the
Open Offer
"Articles" the existing articles of association
of the Company as at the date
of this announcement
"Business Day" any day (other than a Saturday
or Sunday) upon which commercial
banks are open for business
in London, UK
"Capita Asset Services" a trading name of Capita Registrars
Limited
"Company" Advanced Oncotherapy plc
"CREST" the relevant system for the
paperless settlement of trades
and the holding of uncertified
securities operated by Euroclear
UK and Ireland in accordance
with the CREST Regulations
"CREST member" a person who has been admitted
by Euroclear UK and Ireland
as a system-member (as defined
in the CREST Regulations)
"CREST participant" a person who is, in relation
to CREST, a system participant
(as defined in the CREST Regulations)
"CREST payment" shall have the meaning given
in the CREST manual issued
by Euroclear UK and Ireland
"CREST Regulations" the Uncertificated Securities
Regulations 2001, as amended
"CREST Sponsor" a CREST participant admitted
to CREST as a CREST sponsor
"CREST sponsored a CREST member admitted to
member" CREST as a sponsored member
(which includes all CREST
Personal Members)
"Directors" the directors of the Company
"Enlarged Share the issued ordinary share
Capital" capital of the Company immediately
following Admission
"Euroclear UK & Euroclear UK & Ireland Limited,
Ireland" the operator of CREST
"Excess Application the arrangement pursuant to
Facility" which Qualifying Shareholders
may apply for Open Offer Shares
in excess of their Open Offer
Entitlements
"Excess CREST Open in respect of each Qualifying
Offer Entitlement" CREST Shareholder, the entitlement
to apply for Open Offer Shares
in addition to his Open Offer
Entitlement credited to his
stock account in CREST, pursuant
to the Excess Application
Facility which is conditional
on him taking up his Open
Offer Entitlement in full
and which may be subject to
scaling back in accordance
with the provisions of the
circular being sent to Shareholders
today
"Excess Open Offer an entitlement for each Qualifying
Entitlement" Shareholder to apply to subscribe
for Open Offer Shares in addition
to his Open Offer Entitlement
pursuant to the Excess Application
Facility which is conditional
on him taking up his Open
Offer Entitlement in full
and which may be subject to
scaling back in accordance
with the provisions of the
circular being sent to Shareholders
today
"Excess Shares" Open Offer Shares in addition
to the Open Offer Entitlement
for which Qualifying Shareholders
may apply under the Excess
Application Facility
"Existing Ordinary the Ordinary Shares in issue
Shares" as at the date of this document
"FCA" the Financial Conduct Authority
of the United Kingdom
"FSMA" the Financial Services and
Markets Act 2000 (as amended)
"Group" the Company, together with
its subsidiary undertakings
"Half-Year Report" the unaudited results of the
Company for the six months
ended 30 June 2016, announced
on 30 September 2016
"HMRC" HM Revenue & Customs
"ISIN" International Securities Identification
Number
"Issue Price" 100 pence per Open Offer Share
"LIGHT" an acronym for the Company's
Linac Image Guided Hadron
Technology
"London Stock Exchange" London Stock Exchange plc
"Metric Capital" Metric Capital Partners LLP
"Metric Capital the GBP24 million facility
Financing Facility" provided in May 2016 by Metric
Capital to support the Company's
provision of vendor financing
for the installation of the
Company's first LIGHT machine
in Harley Street
"Member Account the identification code or
ID" number attached to any member
account in CREST
"Money Laundering the Money Laundering Regulations
Regulations" 2007 (as amended)
"Official List" the daily official list maintained
by the FCA
"Open Offer" the invitation to Qualifying
Shareholders to apply to subscribe
for Open Offer Shares at the
Issue Price on the terms and
subject to the conditions
set out in Part III of the
circular being sent to Shareholders
today and, where relevant,
in the Application Form
"Open Offer Entitlement" the entitlement for Shareholders
to subscribe for 1 Open Offer
Share for each 13 Existing
Ordinary Shares held as at
the Record Date and allocated
to Qualifying Shareholders
pursuant to the Open Offer
"Open Offer Shares" the 4,020,587 new Ordinary
Shares subject to the Open
Offer
"Open Offer Subscribers" Shareholders who subscribe
for Open Offer Shares
"Ordinary Shares" the ordinary shares with a
nominal value of 25p each
in the capital of the Company
"Overseas Shareholder" a Shareholder who is resident,
or who is a citizen of, or
who has a registered address
in a jurisdiction outside
the United Kingdom
"Participant ID" the Identification code or
membership number used in
CREST to identify a particular
CREST member or other CREST
participant
"Prospectus Rules" the rules made by the FCA
under Part VI of FSMA in relation
to transferable securities
to the public and admission
of transferable securities
to trading on a regulated
market
"Qualifying CREST Qualifying Shareholders whose
Shareholders" Existing Ordinary Shares on
the register of members of
the Company at the close of
business on the Record Date
were held in uncertificated
form
"Qualifying non-CREST Qualifying Shareholders whose
Shareholders" Existing Ordinary Shares on
the register of members of
the Company at the close of
business on the Record Date
were held in certificated
form
"Qualifying Shareholders" holders of Existing Ordinary
Shares on the register of
members of the Company at
the Record Date (but excluding
Existing Ordinary Shares held
by (i) the Directors; and
(ii) any Overseas Shareholders
who are resident in, or who
are citizens of, or who have
a registered address in a
Restricted Jurisdiction)
"Record Date" 6.00 p.m. on 13 October 2016
"Receiving Agents" Capita Asset Services of Corporate
and "Registrars" Actions, The Registry, 34
Beckenham Road, Beckenham,
Kent BR3 4TU
"Restricted Jurisdiction" each and any of the United
States of America, Australia,
Canada, Japan, New Zealand,
Russia, and the Republic of
South Africa and any other
jurisdiction where extension
or availability of the Open
Offer would breach any applicable
law or regulations
"SEC" the US Securities Exchange
Commission
"Shareholder" a holder of Ordinary Shares
"sterling", "pounds the lawful currency of the
sterling", "GBP", United Kingdom
"pence" or "p"
"Stock account" an account within a member
account in CREST to which
a holding of a particular
share or other security in
CREST is credited
"Stockdale Securities" Stockdale Securities Limited
of Beaufort House, 15 St.
Botolph Street, London, EC3A
7BB, being the Company's nominated
adviser
"Subscription" the subscription for 10,000,000
Ordinary Shares at 100p per
Ordinary Share announced by
the Company on 30 September
2016
"UK Listing Authority" the FCA acting in its capacity
as the component authority
for the purposes of Part VI
of FSMA
"US Person" a US person as defined in
Regulation S promulgated under
the US Securities Act
"US Securities the United States Securities
Act" Act of 1993 (as amended)
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCMJBLTMBBBBAF
(END) Dow Jones Newswires
October 14, 2016 02:00 ET (06:00 GMT)
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