LONDON (Alliance News) - Integumen PLC on Friday said it has agreed to buy scientific data management company RinoCloud Ltd for GBP3.0 million, funded through a share issue.
Integumen will issue 214.3 million shares at a price of 1.4 pence each, representing a 19% discount to its closing market price on Thursday.
Shares in Integumen were trading 15% lower on Friday morning at 1.47p each.
In 2018, RinoCloud's revenue totalled EUR26,911 and pretax profit was EUR5,123. Integumen believes the acquisition provides science-data management services, enabling the scale up of its Labskin artificial intelligence.
Labskin allows skin-care, health-care, pharmaceutical manufacturers and cosmetic companies to test their products on human-like skin in a real-world environment.
Separately, personal healthcare company Integumen will conduct a placing and subscription through broker Turner Pope Investment, raising a total of GBP2.5 million before expenses.
The fundraising will comprise of a firm placing of 151.4 million shares, a conditional placing of 10.7 million shares, and a subscription of 17.9 million shares, all at 1.4p a share.
In addition, the company will issue one warrant over for every two placing or subscription shares.
Integumen intends to use the proceeds for the sale & marketing of Labskin and Rinocloud, legacy professional fees, and general working purposes.
The company also intends to reduce its indebtedness via the conversion of GBP421,000 of outstanding debt due to Venn into 30.1 million shares, and the conversion of the GBP400,000 principal of the Cellulac loan note into 26.7 million shares.
Venn currently holds 42.2 million shares in Integumen, representing an 8.9% stake. The debt relates to the acquisition of Innovenn UK Ltd from Venn at the time of Integumen's initial public offering in April 2017.
Meanwhile, in March, Integumen acquired hi-tech laboratory equipment from Cellulac in return for issuing the Cellulac loan note.
"The proposed placing and acquisition of RinoCloud is transformational for our Labskin AI business and follows a five-month collaboration and three years of external development," said Chief Executive Gerard Brandon.
"With strong growth seen in the first quarter of 2019, Labskin is at the forefront of animal-free testing for the healthcare, pharma and beauty industries. We believe that Integumen is leading a virtual microbiology testing revolution," Brandon added.
