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Result of General Meeting and Issue of Equity

25 Mar 2020 14:47

RNS Number : 5960H
Diurnal Group PLC
25 March 2020
 

NEITHER THIS ANNOUNCEMENT NOR ANY PART OF IT CONSTITUTES AN OFFER TO SELL OR ISSUE OR THE SOLICITATION OF AN OFFER TO BUY, SUBSCRIBE FOR OR ACQUIRE ANY SECURITIES IN ANY JURISDICTION IN WHICH ANY SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL AND THE INFORMATION CONTAINED HEREIN IS NOT FOR PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA, THE RUSSIAN FEDERATION, THE REPUBLIC OF IRELAND OR JAPAN OR ANY JURISDICTION IN WHICH SUCH PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION 2014/596/EU. UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN

 

25 March 2020

 

Diurnal Group plc

("Diurnal" or the "Company")

 

Result of General Meeting and Issue of Equity

 

Total Voting Rights

 

Diurnal Group plc (AIM: DNL), the specialty pharmaceutical company targeting patient needs in chronic endocrine (hormonal) diseases, is pleased to announce that at the General Meeting held earlier today in connection with the Company's Placing at a Placing Price of 32 pence per new Ordinary Share, details of which were announced on 6 March 2020, each of the Resolutions were duly passed.

 

As a consequence, and conditional on, amongst other things, Admission, the Company has raised approximately £11.2 million (before expenses) in aggregate through the Placing.

 

Applications have been made for the 34,894,437 Placing Shares to be admitted to trading on AIM. Following a small increase in the allocation of EIS/VCT Shares, it is expected that EIS/VCT Admission, in respect of 14,878,880 EIS/VCT Shares, will take place at 8.00 a.m. on 26 March 2020 and that General Admission, in respect of 20,015,557 General Placing Shares, will take place at 8.00 a.m. on 27 March 2020.

 

Total voting rights

 

Following General Admission, the total issued share capital of the Company will consist of 121,620,424 Ordinary Shares. The Placing Shares will rank pari passu with the existing shares of the Company. The Company does not hold any shares in treasury. Therefore, the total number of voting rights in the Company will be 121,620,424. The above figure of 121,620,424 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in the Company under the FCA's Disclosure Guidance and Transparency Rules.

 

Capitalised terms used in this announcement have the same meanings as in the announcement published by the Company at approximately 11.20 a.m. on 6 March 2020 unless otherwise stated.

 

For further information, please visit www.diurnal.co.uk or contact:

Diurnal Group plc

+44 (0)20 3727 1000

Martin Whitaker, Chief Executive Officer

Richard Bungay, Chief Financial Officer

Panmure Gordon (UK) Limited (NOMAD and Joint Broker)

+44 (0)20 7886 2500

Corporate Finance: Freddy Crossley, Emma Earl

Corporate Broking: James Stearns

Cantor Fitzgerald Europe (Joint Broker)

+44 (0)20 7894 7000

Corporate Finance: Philip Davies, William Goode, Luke Philippou

Healthcare Equity Sales: Andrew Keith

FTI Consulting (Investor Relations)

+44 (0)20 3727 1000

Simon Conway

Victoria Foster Mitchell

 

Notes to Editors

 

About Diurnal Group plc

 

Founded in 2004, Diurnal is a UK headquartered, European specialty pharma company developing pharmaceutical products for the global market for the life-long treatment of chronic endocrine conditions, including Congenital Adrenal Hyperplasia and Adrenal Insufficiency. Its expertise and innovative research activities focus on circadian-based endocrinology to yield novel product candidates in the rare and chronic endocrine disease arena.

 

For further information about Diurnal, please visit www.diurnal.co.uk

 

 

IMPORTANT NOTICE

 

No action has been taken by the Company, Panmure Gordon, Cantor Fitzgerald or any of their respective affiliates, that would, or which is intended to, permit a public offer of the New Ordinary Shares in any jurisdiction or the possession or distribution of this announcement or any other offering or publicity material relating to the New Ordinary Shares in any jurisdiction where action for that purpose is required. Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdictions. Persons into whose possession this announcement comes shall inform themselves about, and observe, such restrictions.

 

No prospectus will be made available in connection with the matters contained in this announcement and no such prospectus is required (in accordance with the Prospectus Directive) to be published.

 

THIS ANNOUNCEMENT, INCLUDING THE INFORMATION CONTAINED HEREIN, IS FOR INFORMATION PURPOSES ONLY, IS NOT INTENDED TO AND DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO PURCHASE OR SUBSCRIBE FOR, UNDERWRITE, SELL OR ISSUE OR THE SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE, SELL, ACQUIRE, DISPOSE OF THE NEW ORDINARY SHARES OR ANY OTHER SECURITY IN THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA, THE RUSSIAN FEDERATION, THE REPUBLIC OF IRELAND OR JAPAN OR IN ANY JURISDICTION IN WHICH, OR TO ANY PERSONS TO WHOM, SUCH OFFERING, SOLICITATION OR SALE WOULD BE UNLAWFUL.

 

Panmure Gordon, which is authorised and regulated in the United Kingdom by the FCA, is acting as nominated adviser, broker and joint bookrunner to the Company in relation to the Placing, EIS/VCT Admission and General Admission and is not acting for any other persons in relation to the Placing, EIS/VCT Admission and General Admission. Panmure Gordon is acting exclusively for the Company and for no one else in relation to the matters described in this announcement and is not advising any other person and accordingly will not be responsible to anyone other than the Company for providing the protections afforded to clients of Panmure Gordon, or for providing advice in relation to the contents of this announcement or any matter referred to in it. The responsibilities of Panmure Gordon as the Company's nominated adviser under the AIM Rules for Companies and the AIM Rules for Nominated Advisers are owed solely to London Stock Exchange plc and are not owed to the Company or to any director or shareholder of the Company or any other person, in respect of his decision to acquire shares in the capital of the Company in reliance on any part of this announcement, or otherwise.

 

Cantor Fitzgerald, which is authorised and regulated in the United Kingdom by the FCA, is acting as broker and joint bookrunner to the Company in relation to the Placing, EIS/VCT Admission and General Admission and is not acting for any other persons in relation to the Placing, EIS/VCT Admission and General Admission. Cantor Fitzgerald is acting exclusively for the Company and for no one else in relation to the matters described in this announcement and is not advising any other person and accordingly will not be responsible to anyone other than the Company for providing the protections afforded to clients of Cantor Fitzgerald, or for providing advice in relation to the contents of this announcement or any matter referred to in it.

 

No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Panmure Gordon, Cantor Fitzgerald or the Company or any of their respective affiliates or any of their respective directors, officers, employees, advisers or representatives (collectively, "Representatives") as to or in relation to the accuracy or completeness of this announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefor is expressly disclaimed.

 

This announcement does not identify or suggest, or purport to identify or suggest, the risks (direct or indirect) that may be associated with an investment in the New Ordinary Shares. Any investment decision to buy New Ordinary Shares in the Placing must be made solely on the basis of publicly available information, which has not been independently verified by Panmure Gordon or Cantor Fitzgerald, and the Circular.

 

The price of Ordinary Shares and any income from them may go down as well as up and investors may not get back the full amount invested on disposal of the Ordinary Shares.

 

The New Ordinary Shares will not be admitted to trading on any stock exchange other than AIM, a market operated by the London Stock Exchange.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
 
END
 
 
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