Sareum Holdings PLC Update on Deferred Salaries and Issue of Equity (6163R)

TIDMSAR

RNS Number : 6163R

Sareum Holdings PLC

01 July 2020

 
 (AIM: SAR)   1 July 2020 
 

Sareum Holdings plc

("Sareum" or "the Company")

Update on Deferred Salaries and Issue of Equity

Sareum Holdings plc (AIM: SAR), the specialist drug development company delivering targeted small molecule therapeutics to improve the treatment of cancer and autoimmune diseases, provides an update on the Salary Deferral Scheme, as defined below, and announces the settlement of directors' deferred salary through the issue of new ordinary shares of 0.025p each in the capital of the Company ("Ordinary Shares").

Salary Deferral Scheme

As announced on 17 December 2019, the Company confirmed that all directors had entered into a salary deferral scheme, whereby 33% of directors' salaries were being deferred until further notice (the "Salary Deferral Scheme").

The Company has agreed to issue, in aggregate, 13,680,485 new Ordinary Shares (the "Deferred Salary Shares") to the directors at a price of 0.6p, being equal to the recent placing pricing, in satisfaction of the deferred salaries, after deducting all applicable taxes which will be settled by the Company, that have accrued under the Salary Deferral Scheme to 30 June 2020. The issue of the Deferred Salary Shares has a positive effect of reducing the Company's accrued liabilities by an aggregate amount of GBP124,152 (including the cash settlement of applicable taxes).

Details of the Deferred Salary Shares to be issued to the directors and their resultant shareholdings in the Company are set out below:

 
                                                               Shareholding 
                                         No. of Deferred    following issue     Resulting holding 
                               Current     Salary Shares    of the Deferred    as a % of enlarged 
 Director                 shareholding            issued      Salary Shares         share capital 
 Dr Stephen Parker(1)        1,745,977         2,160,686          3,906,663                 0.12% 
                        --------------  ----------------  -----------------  -------------------- 
 Dr Tim Mitchell(2)         42,280,471         5,118,679         47,399,150                 1.46% 
                        --------------  ----------------  -----------------  -------------------- 
 Dr John Reader(3)          43,447,582         5,100,880         48,548,462                 1.49% 
                        --------------  ----------------  -----------------  -------------------- 
 Dr Michael Owen                     -           548,846            548,846                 0.02% 
                        --------------  ----------------  -----------------  -------------------- 
 Clive Birch                 1,250,000           751,394          2,001,394                 0.06% 
                        --------------  ----------------  -----------------  -------------------- 
 

1 - Included within Stephen Parker's holding are 1,284,028 Ordinary Shares held by his spouse.

2 - Included within Tim Mitchell's total holding are 10,000,000 Ordinary Shares held by his spouse.

3 - Included withing John Reader's total holding are 3,333,791 Ordinary Shares held by his spouse.

The Company has today agreed to reduce the terms of Dr Tim Mitchell's salary deferral from 33% to 20% of his salary going forward. All other directors will continue to defer 33% of their salaries until further notice.

Admission and Total Voting Rights

Application will be made for the 13,680,485 Deferred Salary Shares, which will rank pari passu with the Company's existing Ordinary Shares, to be admitted to trading on the AIM market of the London Stock Exchange ("Admission"). It is anticipated that Admission will become effective at 8.00 a.m. on 8 July 2020.

On Admission, the Company will have 3,255,415,104 Ordinary Shares in issue with voting rights. No Ordinary Shares are held in treasury. The figure of 3,255,415,104 may be used by the Company's shareholders as the denominator in the calculations by which they determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

Dr Stephen Parker, Chairman of Sareum, said : "It is vital that the directors continue to manage the Company's resources to enable it to invest as much as possible in its TYK2/JAK1 programmes. We believe that this focused investment approach will improve Sareum's ability to potentially deliver value inflexion milestones to the Company, thereby creating shareholder value."

For further information, please contact:

Sareum Holdings plc

   Tim Mitchell, CEO                                                             01223 497 700 

Strand Hanson Limited (Nominated Adviser)

   James Dance / Richard Tulloch                                   020 7409 3494 

Hybridan LLP (Nominated Broker)

   Claire Noyce                                                                       020 3764 2341 

Citigate Dewe Rogerson (Financial PR)

   Mark Swallow/ David Dible                                          020 7638 9571 

The information contained within this announcement is deemed by the Company to constitute inside information under the Market Abuse Regulation (EU) No. 596/2014

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

A

 
   1      Details of the person discharging managerial responsibilities/person 
           closely associated 
   a)     Name                         (a) Dr Stephen Parker 
                                        (b) Dr Tim Mitchell 
                                        (c) Dr John Reader 
                                        (d) Dr Michael Owen 
                                        (e) Clive Birch 
       ------------------------  ------------------------------------------------ 
   2      Reason for the notification 
       -------------------------------------------------------------------------- 
   a)     Position/status              (a) Non-executive Chairman 
                                        (b) Chief Executive Officer 
                                        (c) Chief Scientific Officer 
                                        (d) Non-executive Director 
                                        (e) Non-executive Director 
       ------------------------  ------------------------------------------------ 
   b)     Initial notification/     Initial Notification 
           Amendment 
       ------------------------  ------------------------------------------------ 
   3      Details of the issuer, emission allowance market participant, 
           auction platform, auctioneer or auction monitor 
       -------------------------------------------------------------------------- 
   a)     Name                      Sareum Holdings plc 
       ------------------------  ------------------------------------------------ 
   b)     LEI                       213800PKERN2DY8FFM72 
       ------------------------  ------------------------------------------------ 
   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               Ordinary shares of 0.025p each 
           of the financial 
           instrument, 
           type of instrument 
 
           Identification            GB00B02RFS12 
           code 
       ------------------------  ------------------------------------------------ 
   b)     Nature of the             Shares in lieu of deferred salary payments 
           transaction 
       ------------------------  ------------------------------------------------ 
   c)     Price(s) and                 Price(s)         Volume(s) 
           volume(s)                       (a) 0.6p         (a) 2,160,686 shares 
                                            (b) 0.6p         (b) 5,118,679 shares 
                                            (c) 0.6p         (c) 5,100,880 shares 
                                            (d) 0.6p         (d) 548,846 shares 
                                            (e) 0.6p         (e) 751,394 shares 
                                                      --------------------------- 
       ------------------------  ------------------------------------------------ 
   d)     Aggregated 
           information                   (a) 2,160,686 shares 
           - Aggregated                  (b) 5,118,679 shares 
           volume                        (c) 5,100,880 shares 
           - Price                       (d) 548,846 shares 
                                         (e) 751,394 shares 
 
                                         All at 0.6p 
       ------------------------  ------------------------------------------------ 
   e)     Date of the               30 June 2020 
           transaction 
       ------------------------  ------------------------------------------------ 
   f)     Place of the              Outside a trading venue 
           transaction 
       ------------------------  ------------------------------------------------ 
 

About Sareum

Sareum is a specialist drug development company delivering targeted small molecule therapeutics to improve the treatment of cancer and autoimmune diseases. The Company aims to generate value through licensing its candidates to international pharmaceutical and biotechnology companies at the preclinical or early clinical trials stage.

Sareum is advancing internal programmes focused on distinct dual tyrosine kinase 2 (TYK2) / Janus kinase 1 (JAK1) inhibitors through preclinical development as therapies for autoimmune diseases, including the "cytokine storm" immune system overreaction to Covid-19 and other viral infections, (SDC-1801) and cancer immunotherapy (SDC-1802). The Company is targeting completion of preclinical development for each molecule in 2020.

The Company's preclinical FLT3+Aurora inhibitor programme targeting haematological cancers is licensed to a China-based specialty pharma company.

Sareum also has an economic interest in SRA737, a clinical-stage oral, selective Checkpoint kinase 1 (Chk1) inhibitor that targets cancer cell replication and DNA damage repair mechanisms. Preliminary data suggest SRA737 may have broad application in combination with other oncology and immune-oncology drugs in genetically defined patients.

SRA737 was discovered and initially developed by scientists at The Institute of Cancer Research in collaboration with Sareum, and with funding from Sareum and Cancer Research UK. SRA737 was licensed by CRT Pioneer Fund (CPF) to Sierra Oncology Inc., which is currently seeking to on-license SRA737 to a third party for further development.

Sareum Holdings plc is listed on the AIM market of the London Stock Exchange, trading under the ticker SAR. For further information, please visit the Company's website at www.sareum.com.

- Ends -

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July 01, 2020 02:00 ET (06:00 GMT)