Advanced Oncotherapy PLC Equity fundraise of c.GBP7.7m (1295D)

TIDMAVO

RNS Number : 1295D

Advanced Oncotherapy PLC

26 October 2020

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ("MAR"). With the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

26 October 2020

ADVANCED ONCOTHERAPY PLC

("Advanced Oncotherapy" or the "Company")

Equity fundraise of c.GBP7.7m

Advanced Oncotherapy (AIM: AVO), the developer of next-generation proton therapy systems for cancer treatment, is pleased to announce an equity fundraise of GBP7,720,500 before expenses. The fundraise has been effected through a direct subscription with the Company (the "Subscription") for a total of 25,735,000 new ordinary shares (the "Subscription Shares") by certain clients of SI Capital and other investors at a price of 30 pence per ordinary share (the "Issue Price").

The funds raised from the Subscription will further strengthen the Company's balance sheet and contribute to the funding for progressing the assembly, documentation, verification and validation activities in order to ensure Advanced Oncotherapy's first LIGHT system is fully operational with a 230MeV beam in 2021.

The Issue Price represents a discount of 13 per cent. to the average closing middle market price of an Ordinary Share over the past 30-day period. The Subscription Shares will represent, in aggregate, approximately 7.7 per cent. of the Company's enlarged issued share capital on Admission (as defined below). The Subscription Shares will be fully paid and rank pari passu in all respects with the Company's existing Ordinary Shares.

In addition to the Subscription Shares, the Company has agreed to issue a total of 1,000,000 new ordinary shares at the Issue Price (the "Director Fee Shares") to certain of the Company's Non-Executive Directors in lieu of additional fees to be paid reflecting additional work that has been undertaken by these directors since they respectively joined the Board of Advanced Oncotherapy. This includes additional responsibilities undertaken by each director on the respective board committees.

The issue of Director Fee Shares is set out in the table below:

 
 Director                     Director Fee   Number of Ordinary           % of enlarged 
                                    Shares          Shares held            issued share 
                                                   on Admission    capital on Admission 
 Enrico Vanni 
  (Non-Executive Director)         250,000            2,796,361                    0.8% 
                             -------------  -------------------  ---------------------- 
 Michael Bradfield 
  (Non-Executive Director)         250,000            7,443,240                    2.2% 
                             -------------  -------------------  ---------------------- 
 Nick Plowman 
  (Non-Executive Director)         250,000            4,412,804                    1.3% 
                             -------------  -------------------  ---------------------- 
 Hans Von Celsing 
  (Non-Executive Director)         250,000              512,500                    0.2% 
                             -------------  -------------------  ---------------------- 
 

In addition, a total of 333,333 new ordinary shares (the "Adviser Fee Shares") will be issued as non-cash consideration at the Issue Price in lieu of fees due to certain financial advisers in connection with the Subscription.

The Subscription Shares, the Director Fee Shares and Adviser Fee Shares are being issued under the Company's existing share authorities.

Application will be made for the Subscription Shares, the Director Fee Shares and the Adviser Fee Shares to be admitted to trading on AIM and it is expected that admission will take place on or around 30 October 2020 ("Admission").

Upon Admission, the Company's enlarged issued share capital will comprise 333,439,574 Ordinary Shares, with voting rights. The Company does not hold any Ordinary Shares in treasury. Therefore, the total number of Ordinary Shares in the Company with voting rights will be 333,439,574. The aforementioned figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

Nicolas Serandour, CEO of Advanced Oncotherapy, commented:

"We are pleased to announce this additional fundraising, which brings the total we have raised this year to GBP22.6 million, and we thank our new and existing shareholders for their support of the company. As we highlighted at our recent investor day, despite the delays caused by the Covid-19 pandemic we have made strong progress with construction in Daresbury and remain on track to have a fully operational LIGHT system with a 230MeV beam, which is required to treat patients, in 2021."

Market Abuse Regulation (MAR)

MAR came into effect from 3 July 2016. Market soundings, as defined in MAR, were taken in respect of the Subscription with the result that certain persons became aware of inside information, as permitted by MAR. That inside information is set out in this announcement has been disclosed as soon as possible in accordance with paragraph 7 of article 17 of MAR. Therefore, those persons that received inside information in a market sounding are no longer in possession of inside information relating to the Company and its securities.

Further details and the information required in accordance with the requirements of Article 19(3) of the EU Market Abuse Regulation No 596/2014 are set out at the end of this announcement.

-S -

 
 Advanced Oncotherapy plc                                                  www.avoplc.com 
 Dr. Michael Sinclair, Executive Chairman                       Tel: [phone] 
 Nicolas Serandour, CEO 
 
 Allenby Capital Limited (Nomad and Joint Broker) 
 Nick Athanas / Liz Kirchner (Corporate Finance)                Tel: [phone] 
  Amrit Nahal / Matt Butlin (Sales & Broking) 
 
 SI Capital Ltd (Joint Broker) 
 Nick Emerson                                                   Tel: [phone] 
 Jon Levinson                                                   Tel: [phone] 
 
 FTI Consulting (Financial PR & IR)                 [e-mail] 
 Simon Conway / Rob Winder                                      Tel: [phone] 
 

Notes for Editors

About Advanced Oncotherapy Plc www.avoplc.com

Advanced Oncotherapy, a UK headquartered company with offices in London, Geneva, The Netherlands and in the USA, is a provider of particle therapy with protons that harnesses the best in modern technology. 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's compact configuration delivers proton beams in a way that facilitates greater precision and electronic control.

Advanced Oncotherapy will offer healthcare providers affordable systems that will enable them to treat cancer with innovative technology as well as expected lower treatment-related side effects.

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.

Information to Distributors

Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together, the "Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the Product Governance Requirements) may otherwise have with respect thereto, the Subscription Shares have been subject to a product approval process, which has determined that the Subscription Shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, investors should note that: the price of the Subscription Shares may decline and investors could lose all or part of their investment; Subscription Shares offer no guaranteed income and no capital protection; and an investment in the Subscription Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Subscription. Furthermore, it is noted that, notwithstanding the Target Market Assessment, only investors who have met the criteria of professional clients and eligible counterparties have been procured. For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the Subscription

Shares.

 
 1    Details of the person discharging managerial responsibilities 
 a)   Name                           PDMRs: Michael Bradfield   Non-Executive Director 
                                       Enrico Vanni        Non-Executive Director 
                                                          ----------------------- 
                                       Nick Plowman        Non-Executive Director 
                                                          ----------------------- 
                                       Hans Von Celsing    Non-Executive Director 
                                                          ----------------------- 
     -----------------------------  -------------------------------------------------- 
 2    Reason for the notification 
     --------------------------------------------------------------------------------- 
 a)   Position/status                See 1a) above 
     -----------------------------  -------------------------------------------------- 
 b)   Initial notification           Initial notification 
       /Amendment 
     -----------------------------  -------------------------------------------------- 
 3    Details of the issuer, emission allowance market participant, 
       auction platform, auctioneer or auction monitor 
     --------------------------------------------------------------------------------- 
 a)   Name                           Advanced Oncotherapy plc 
     -----------------------------  -------------------------------------------------- 
 b)   LEI                            213800LUDHZOG3YT6C82 
     -----------------------------  -------------------------------------------------- 
 4    Details of the transaction(s): section to be repeated for 
       (i) each type of instrument; (ii) each type of transaction; 
       (iii) each date; and (iv) each place where transactions have 
       been conducted 
     --------------------------------------------------------------------------------- 
 a)   Description of the financial   Ordinary shares of 25p each in 
       instrument, type of            Advanced Oncotherapy plc 
       instrument                     Identification code (ISIN) for 
       Identification code            Advanced Oncotherapy plc ordinary 
                                      shares: GB00BD6SX109 
     -----------------------------  -------------------------------------------------- 
 b)   Nature of the transaction      Issue of ordinary shares in consideration 
                                      of payment of fees 
     -----------------------------  -------------------------------------------------- 
 c)   Price(s) and volume(s)         Price: 30p 
 
                                      Volumes: 
                                       Michael Bradfield    250,000 
                                       Enrico Vanni         250,000 
                                                           -------- 
                                       Nick Plowman         250,000 
                                                           -------- 
                                       Hans Von Celsing     250,000 
                                                           -------- 
     -----------------------------  -------------------------------------------------- 
 d)   Aggregated information         n/a 
       - Aggregated volume 
       - Price 
     -----------------------------  -------------------------------------------------- 
 e)   Date of the transaction        26 October 2020 
     -----------------------------  -------------------------------------------------- 
 f)   Place of the transaction       Outside a Trading Venue 
     -----------------------------  -------------------------------------------------- 
 

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October 26, 2020 03:00 ET (07:00 GMT)