Offer16 Aug 2017 13:14
16 August 2017
Quantum Pharma plc
("Quantum Pharma" or the "Company")
Possible Offer for the Company
The Board of Quantum Pharma notes the movement in the Company's share price yesterday and today and confirms that it has received an indicative proposal from Clinigen Group plc ("Clinigen") regarding a possible offer for the Company (the "Proposal") to be satisfied through a combination of new ordinary shares in Clinigen and cash. The Board emphasises that the Proposal is non-binding and is subject to material preconditions including customary due diligence. As a result, it is emphasised that there can be no certainty that an offer will be made for the Company, nor as to the terms on which any offer may be made.
This announcement is not, and should not be construed as being, an announcement of a firm intention by Clinigen to make an offer for Quantum Pharma under Rule 2.7 of the Code.
Rule 2.6(a) of the City Code on Takeovers and Mergers (the "Code"), requires that Clinigen, by not later than 5.00 p.m. on 13 September 2017, being the 28th day following the date of this announcement, either announces a firm intention to make an offer for the Company in accordance with Rule 2.7 of the Code or announces that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline will only be extended with the consent of the Takeover Panel, in accordance with Rule 2.6(c) of the Code.
A further announcement will be made in due course.
Pursuant to Rule 2.9 of the Code, the Company confirms that there are 169,117,640 ordinary shares of 10p in issue with International Securities Identification Number GB00BRTL8Q42.
As a consequence of this announcement, an 'Offer Period' has now commenced in respect of the Company in accordance with the rules of the Code and the attention of shareholders is drawn to the disclosure requirements of Rule 8 of the Code, which are summarised below.