MaxCyte, Inc. Results of Placing (1963B)

TIDMMXCT

RNS Number : 1963B

MaxCyte, Inc.

31 March 2017

THIS ANNOUNCEMENT (INCLUDING ITS APPENDICES) AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, TO US PERSONS (AS DEFINED IN REGULATION S UNDER THE US SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT")), OR IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

MaxCyte, Inc.

("MaxCyte" or the "Company")

Results of Placing

Maryland, USA - 12.30 p.m., 31 March 2017: MaxCyte (LSE: MXCT), a US-based global company dedicated to driving the acceleration of the discovery, development, manufacturing and commercialisation of next-generation, cell-based medicines, is pleased to announce the completion of the Placing announced earlier today.

A total of 7,275,000 shares of New Common Stock have been placed by Panmure Gordon at a Placing Price of 275 pence per share of New Common Stock to raise a total of approximately GBP20.0 million for the Company (before expenses).

The New Common Stock to be issued represent approximately 16.7 per cent. of the Existing Common Stock. The Placing Price represents a premium of 4.8 per cent. to the Company's mid-market closing price as at 30 March 2017, being the last practicable date prior to the publication of the announcement of the Placing.

The net proceeds of the Placing receivable by the Company will be used to accelerate the Company's growth strategy, primarily through advancing and expanding the development of the CARMA platform through investment in pre-clinical and clinical studies in targeted indications, including by:

-- Furthering its program for Ovarian Cancer and Acute Myeloid Leukemia through its IND application and into clinical studies; and

-- Expanding into new indications by financing pre-clinical and IND enabling studies in advance of possible clinical studies.

Doug Doerfler, President & Chief Executive Officer, said: "This is an exciting period for MaxCyte and the proceeds from this fundraise will be invaluable in enabling us to continue the development of our promising CARMA platform. We believe our technology offers a new approach to immuno-oncology, addressing solid and haematological malignancies that current therapies have been unable to target effectively. We would like to thank our existing and new institutional investors for their support."

Completion of the Placing remains subject, inter alia, to the passing of the Resolutions at the General Meeting and on the Admission of the New Common Stock to trading on AIM. It is expected that Admission will become effective and that dealings in the New Common Stock on AIM will commence at 8.00 a.m. on 24 April 2017.

A circular to shareholders convening the Special Meeting is expected to be posted later today, and will also be available on the Company's website at the same time at http://www.maxcyte.com/news/investors-content.php.

Panmure Gordon is acting as Financial Adviser, Nominated Adviser and Broker to the Company.

This announcement contains inside information for the purposes of Article 7 of Regulation (EU) No 596/2014.

Placing Statistics

 
 Number of Existing Common Stock as 
  at the date of this announcement        43,539,527 
 Placing statistics 
 Placing Price per share of New Common     275 pence 
  Stock 
 Number of shares of New Common Stock      7,275,000 
 Gross proceeds of the Placing            c. GBP20.0 
                                             million 
 Overall statistics 
 Enlarged Share Capital following the 
  Placing (1)                             50,814,527 
 New Common Stock as a percentage of 
  the Enlarged Share Capital (1)               14.3% 
 Implied market capitalisation at the       GBP139.7 
  Placing Price following the Placing        million 
  (1) 
 

(1) Assuming no exercise of any options or further issue of Common Stock prior to Admission.

Note: Upon Admission, the New Common Stock will trade in the Company's new restricted line of Common Stock, separate to the Existing Common Stock, under the symbol MXCR, and the New Common Stock (as represented by Depository Interests) will be held in the CREST system and will be segregated into a separate trading system within CREST identified with the marker "REG S" and ISIN USU575801092.

The capitalised terms used in this announcement have the meaning set out in the announcement made by the Company at 7.00 a.m. today. All references to times and dates in this announcement are to times and dates in London, United Kingdom, unless otherwise stated.

About MaxCyte

MaxCyte (LSE: MXCT), is a US-based global company dedicated to driving the acceleration of the discovery, development, manufacturing and commercialisation of next-generation, cell-based medicines. The Company provides its patented, high-performance cell engineering platform to biopharmaceutical partners engaged in drug discovery and development, biomanufacturing, and cell therapy, including gene editing and immuno-oncology. With its robust delivery platform, MaxCyte's team of scientific experts helps its partners to unlock their product potential and solve problems. This platform allows for the engineering of nearly all cell types, including human primary cells, with any molecule, at any scale. It also provides a high degree of consistency and minimal cell disturbance, thereby facilitating rapid, large-scale, clinical and commercial grade cell engineering in a non-viral system and with low-toxicity concerns. The Company's cell-engineering platform is FDA-accredited, providing MaxCyte's customers and partners with an established regulatory path to commercialise cell-based medicines.

For more information, visit http://www.maxcyte.com/

 
   MaxCyte                                [phone] 
    Doug Doerfler, Chief Executive 
     Officer 
     Ron Holtz, Chief Financial 
     Officer 
 
    Nominated Adviser and Broker 
     Panmure Gordon (UK) Limited 
     Freddy Crossley (Corporate 
     Finance) 
     Duncan Monteith 
     Ryan McCarthy 
     Tom Salvesen (Corporate Broking)      [phone] 
    Financial PR Adviser                   [phone] 
     Consilium Strategic Communications     [e-mail] 
    Mary-Jane Elliott 
     Chris Welsh 
     Lindsey Neville 
 

Forward-Looking Statements

This Announcement may contain and the Company may make verbal statements containing "forward-looking statements" with respect to certain of the Company's plans and its current goals and expectations relating to its future financial condition, performance, strategic initiatives, objectives and results. Forward-looking statements sometimes use words such as "aim", "anticipate", "target", "expect", "estimate", "intend", "plan", "goal", "believe", "seek", "may", "could", "outlook" or other words of similar meaning. By their nature, all forward-looking statements involve risk and uncertainty because they relate to future events and circumstances which are beyond the control of the Company, including amongst other things, United States domestic and global economic business conditions, market-related risks such as fluctuations in interest rates and exchange rates, the policies and actions of governmental and regulatory authorities, the effect of competition, inflation, deflation, the timing effect and other uncertainties of future acquisitions or combinations within relevant industries, the effect of tax and other legislation and other regulations in the jurisdictions in which the Company and its respective affiliates operate, the effect of volatility in the equity, capital and credit markets on the Company's profitability and ability to access capital and credit, a decline in the Company's credit ratings; the effect of operational risks; and the loss of key personnel. As a result, the actual future financial condition, performance and results of the Company may differ materially from the plans, goals and expectations set forth in any forward-looking statements. Any forward-looking statements made in this Announcement by or on behalf of the Company speak only as of the date they are made. Except as required by applicable law or regulation, the Company expressly disclaims any obligation or undertaking to publish any updates or revisions to any forward-looking statements contained in this Announcement to reflect any changes in the Company's expectations with regard thereto or any changes in events, conditions or circumstances on which any such statement is based.

Panmure Gordon is authorised and regulated by the Financial Conduct Authority (the "FCA") in the United Kingdom and is acting exclusively for the Company and no one else in connection with the Placing, and Panmure Gordon will not be responsible to anyone (including any placees) other than the Company for providing the protections afforded to its clients or for providing advice in relation to the Placing or any other matters referred to in this Announcement.

No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Panmure Gordon or by any of its affiliates or agents as to, or in relation to, the accuracy or completeness of this Announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefor is expressly disclaimed.

No statement in this Announcement is intended to be a profit forecast or estimate, and no statement in this Announcement should be interpreted to mean that earnings per share of the Company for the current or future financial years would necessarily match or exceed the historical published earnings per share of the Company.

This information is provided by RNS

The company news service from the London Stock Exchange

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March 31, 2017 07:40 ET (11:40 GMT)