Last checked at 6 Jan 2020 16:48
hVIVO plc
("hVIVO or the "Company")
Notification pursuant to AIM Rule 41
Proposed cancellation of trading on AIM
The Board of hVIVO (the "Board") notes the announcement on 31 December 2019 by Open Orphan Plc ("Open Orphan") that its recommended all-equity offer to acquire the entire issued and to be issued ordinary share capital of hVIVO (the "Offer") has become unconditional as to acceptances.
Open Orphan has acquired, or agreed to acquire hVIVO Shares representing in excess of 75 per cent. of the voting rights of hVIVO. Accordingly, at the request of Open Orphan, and as set out in the Offer Document dated 9 December 2019, the Board has applied for the cancellation of admission to trading on AIM of hVIVO Shares (the "Delisting").
Further to the Company's previous announcements in relation to the Delisting, the Company confirms that it has agreed with AIM that the Delisting is expected to occur on 20 January 2020, being the date of the proposed Admission of the Enlarged Open Orphan Share Capital. Admission of the hVIVO Shares to trading on AIM will be cancelled without the requirement for a resolution of shareholders approving such cancellation pursuant to Rule 41 of the AIM Rules.
It is anticipated that the cancellation of listing and trading will take effect on or shortly after 7.00 a.m. (London time) on 20 January 2020.
The Delisting will significantly reduce the liquidity and marketability of any hVIVO Shares not acquired by Open Orphan and the Board therefore recommends those hVIVO Shareholders who have not already accepted the Offer to accept the Offer as soon as possible. The procedure for acceptance of the Offer is set out in the Offer Document.
The Offer remains subject to fulfilment of all other conditions set out in Part III of the Offer Document, and has not yet been declared unconditional in all respects.
Capitalised terms used but not otherwise defined in this announcement have the meanings given to them in the Offer Document.
For further information please contact:
hVIVO plc +44 (0)20 7756 1300
Dr. Trevor Phillips, Executive Chairman
Anesh Patel, Interim Finance Director and Company Secretary
Fleur Wood, EVP, Investor Relations & Communications
Numis Securities Limited (Nominated Adviser) +44 (0)20 7260 1000
Freddie Barnfield / Huw Jeremy
MCF (Financial Adviser to hVIVO) +44 (0)20 7968 2760
Sam Evans / Tor-Oskar Karlberg
FTI Consulting (Financial PR) +44 (0)20 3727 1000
Simon Conway / Victoria Foster Mitchell
Notes to Editors:
hVIVO plc is pioneering a human-based analytical platform to accelerate drug discovery and development in respiratory and infectious diseases. Leveraging human disease models in flu, RSV and asthma exacerbation, the hVIVO platform captures disease in motion, illuminating the entire disease life cycle from healthy to sick and back to health. Based in the UK, market leader hVIVO has conducted more than 50 clinical studies, inoculated over 2500 volunteers and has three first-in-class therapies currently in development.