DiscovOre Plc - Conditional Subscription with Angelfish Investments plc

THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY THE COMPANY TO CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU) NO. 596/2014, AS AMENDED ("MAR"). ON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE ("RIS"), THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

DiscovOre plc

AQSE: ORE

(“DiscovOre plc” or the “Company”)

Conditional Subscription Agreement with Angelfish Investments plc

Particulars of the RIS Announcement:

1. Angelfish Investments plc: Overview
2. Conditional Participation in oversubscribed, £2,000,500 fund raise
3. Related Party Disclosure
4. Director Statement

1. Angelfish Investments plc: Overview

Angelfish Investments plc (“Angelfish”) is a listed investment issuer on the AQSE Growth Market (AQSE: ANGP). The company’s current investment strategy is to invest in start-up ventures, primarily in the technology and health sectors.

In April 2021, Burns Singh Tennent-Bhohi [a Director of DiscovOre plc] and

Simon Grant-Rennick led a restructure and recapitalisation of Angelfish Investments plc, in conjunction with joining the Board of Directors.

Angelfish has today announced and posted a circular to convene a General Meeting to seek shareholder approval of proposals that, if successful, would see Angelfish become a premier Biotech and MedTech investment issuer in the U.K.;

Proposals to shareholders include:

• Subscription for New Ordinary Shares by way of an oversubscribed brokered placing conducted by Peterhouse Capital Limited
• Share Consolidation and Subdivision
• Co-Investment Rights to Excalibur Healthcare Services Limited
• Appointment of Directors
• Adoption of New Investment Policy
• Change of Name to Igraine plc and proposed new ticker, AQSE: KING

Co-Investment Rights to Excalibur Healthcare Services:

Excalibur Healthcare Services (“Excalibur”) was founded and is owned by Sir Professor Christopher Evans OBE, a renowned biotech entrepreneur.

Conditional on shareholder approval, Excalibur has granted Angelfish the rights to co-invest in all healthcare and life-science investment opportunities sourced or invested into by Excalibur.

Appointment of Directors including:

Sir Professor Christopher Evans (aged 63) – Executive Chairman

Sir Professor Christopher Evans is the Founder and Chairman of Excalibur Group and a renowned scientist and highly successful entrepreneur with numerous prestigious awards and medals for his work over the last 30 years, during which time he has built more than 50 medical companies from start-up and floated 20 new medical businesses on stock markets in six different countries.

He has created 11 successful academic spin-outs and companies worth over $2.4 billion, and has raised $2.6 billion from disposals, including the sale of BioVex Group, Inc. to Amgen Inc. and Piramed Limited to Roche Group, whilst he has also directed the raising of approximately $450 million for Merlin Biosciences Funds through Merlin Ventures Limited, as well as co-founding and advising Biotech Growth Trust plc.

Arakis Limited, one of the companies developed by Sir Professor Christopher Evans, was sold to Sosei Co. Ltd for $187 million. Sir Professor Christopher Evans has founded notable companies such as Chiroscience, Celsis, ReNeuron, Vectura, Biovex and Merlin Biosciences Ltd.

Appointed an OBE in 1995 for services to medical bioscience he was knighted in 2001 for services to bioscience and enterprise. Latterly he was founder of Arix Bioscience plc (LSE: ARX), of the oncology specialist, Ellipses Pharma Limited, and of Excalibur Healthcare Services Ltd.

2. Conditional Participation in oversubscribed, £2,000,500 fund raise

Subject to the proposals being approved by the shareholders of Angelfish, DiscovOre plc has conditionally subscribed for, 21,312,460 ordinary [post-consolidated figure] shares that will represent 24.64% of the enlarged share capital on admission of the placing shares.

3. Related Party Disclosure

Burns Singh Tennent-Bhohi is a Director of Angelfish Investments plc, constituting a related party transaction under rule 4.6 of the AQSE Growth Market Access Rulebook.

Having consulted with its corporate advisor, the subscriptions of the above are deemed to be fair and reasonable in respect of the shareholders of the Company.

4. Director Statement, Burns Singh Tennent-Bhohi:

“The conditional investment participation in Angelfish Investments plc as announced today represents a fantastic opportunity for DiscovOre plc.

To be aligned with one of the most successful entrepreneurs in the world of Life Sciences, BioTech and MedTech with a conditional equity investment puts DiscovOre plc in an enviable position as we seek to become one of the leading investment issuers in the United Kingdom, focused on the medical psychedelics and alternative healthcare industry.

This investment opportunity is representative of the investment strategy as at present, that was approved by the shareholders at our last Annual General Meeting, allowing for investment in Special Situations and also greatly compliments the newly proposed investment strategy the company are continuing to develop and present to shareholders for approval.

Of great significance, is the potential to leverage the skill sets of both DiscovOre plc and the newly proposed Angelfish Investments plc as DiscovOre plc continue its review of a number of compelling opportunities in the medical psychedelics sector.

Given the incredible experience and success that the newly proposed Angelfish team command in the field of Life Sciences, MedTech & BioTech the ability to create partnership opportunities between the two respective companies could offer considerable value for both companies.

It remains critically important to the company and our proposed investment strategy to align DiscovOre plc and our shareholders with global market leaders, for which the newly proposed Angelfish Directors are, providing a rare and unique opportunity to explore.

DiscovOre plc will provide further corporate updates in this respect.”

DiscovOre plc,

London, 11^th June 2021

The Directors of the Company, who have issued this RIS announcement after due and careful enquiry, accept responsibility for its content.

Enquiries

Company:

Burns Singh Tennent-Bhohi (Director)
Conrad Windham (Director)
[e-mail]
Direct Office Line: [phone]

Corporate Adviser:

Peterhouse Capital Limited
Guy Miller & Mark Anwyl
Telephone: [phone]

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