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20 Jun 2008 07:30
20 June 2008
Cyprotex PLC
("Cyprotex" or "the Company" or "the Group")
Proposed Placing (the "Placing"): New Ordinary Shares to raise £1 million before expenses by the issue of 40,000,000 new Ordinary Shares at a price of 2.5p per share and general meeting ("EGM").
Highlights:
Placing of 40 million New Ordinary Shares at a price of 2.5p per share to raise £1 million.
Shareholders on record on 11th July 2008 have the opportunity to take up to a pro rata allocation of the New Ordinary Shares.
First half of 2008 expected to be slightly ahead of Director's expectations.
Placing subject to a general meeting on Monday, 14th July.
The Board of Directors of Cyprotex PLC (AIM: CRX), the drug discovery technology and information company, today announces its intention to place 40,000,000 new ordinary shares of 0.1p (the "New Ordinary Shares") at a price of 2.5p per share, to raise £1,000,000 before expenses. The New Ordinary Shares issued pursuant to the Placing will represent 22.39% of the enlarged share capital of the Company, dealings in which are expected to commence on 1st September 2008. The Placing will be carried out subject to the disapplication of pre-emptive rights at a General Meeting. The New Ordinary Shares will rank pari passu in full for dividends and other distributions declared, paid or made as from the allotment date.
The Board has received irrevocable undertakings from the Placees to subscribe for all of the New Ordinary Shares on the terms referred to above but subject to clawback by shareholders on record at close of business on 11th July 2008 who will also have the right to take up a pro rata allocation of New Ordinary Shares. On this basis, the Placees will then fully subscribe any shares not taken up by eligible shareholders by the closing date.
A circular relating to the Placing, together with an application form for the Placing and associated proxy form, will be posted to all shareholders today, 20th June 2008. It sets out details of the EGM together with the reasons for the Placing, which itself remains conditional, inter alia, on approval of certain resolutions to be proposed at the EGM and admission of the New Ordinary Shares to trading on AIM. The EGM, for which notice is set out in the Letter from the Chairman, will commence immediately following the closing of the Company's planned annual general meeting. Cyprotex PLC's annual general meeting is scheduled to commence at 10:00hrs on Monday, 14th July 2008 at the National Liberal Club, 1 Whitehall Place, London SW1A 2HE.
A letter from the Chairman contained within the circular, states that Cyprotex enjoyed revenue growth slightly ahead of management forecasts in the first half of 2008. It is also noted that this, combined with improved confidence from major shareholders in the Company following the appointment of Dr. Anthony Baxter as Chief Executive Officer led to certain investors (the Placees) agreeing to subscribe the New Ordinary Shares as set out in the Chairman's letter. The Placees comprise a combination of existing shareholders, management and one new investor. The investment made by the Placees will be used to strengthen the commercial sales infrastructure with a view to increasing revenue from the existing high quality customer base and securing new prospects, investment in laboratory quality, efficiency and capacity. The intention is to provide sufficient confidence for mid-scale pharmaceutical companies to consider committing to longer-term and significant outsourcing of their ADMET-screening (Absorption, Distribution, Metabolism, Excretion and Toxicity) requirements.
Following the issue of New Ordinary Shares, the enlarged share capital of the Company will comprise 178,647,988 ordinary shares of 0.1p each.
All documents and shareholder circulars mentioned on this announcement are available on the Company's website, www.cyprotex.com.
Dr Anthony Baxter, Chief Executive Officer, said:
"I would like to thank all investors, new and existing, who are supporting Cyprotex with this placing. This funding will provide the Company with the resources to move forward to its next phase of growth."
ENDS
For further information:Cyprotex PLC Dr Anthony Baxter, CEO Tel: +44 (0)1625 505 100ir@cyprotex.comwww.cyprotex.com
Russell Gibbs, CFO Tel: +44 (0)1625 505 100ir@cyprotex.comwww.cyprotex.com
Nomura Code Securities Limited:Charles Walker, Corporate Finance Tel: +44 (0)20 7776 1200cew@nomuracode.comwww.nomuracode.com
Media Enquires:Pelham PRSimon Miller Tel: +44 (0)20 3178 4419simon.miller@pelhampr.com
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