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Circ re.CellRight Acquisition

21 Jul 2017 18:00

RNS Number : 8145L
Tissue Regenix Group PLC
21 July 2017
 

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA.

 

The information contained herein is not for release, directly or indirectly, in or into the United States of America, Australia, Canada, Japan or the Republic of South Africa. This document (and the information contained herein) does not contain or constitute an offer of securities for sale, or solicitation of an offer to purchase securities, in the United States, Australia, Canada, Japan or the Republic of South Africa or any other jurisdiction where such an offer or solicitation would be unlawful. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States unless the securities are registered under the Securities Act, or pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. No public offering of the securities will be made in the United States.

 

Tissue Regenix Group plc

 

 

Publication of Circular

 

Pursuant to the announcements released on 20 July 2017 and 21 July 2017, Tissue Regenix Group plc (AIM:TRX) ("Tissue Regenix" or the "Company") announces that on 21 July 2017 it posted to shareholders a circular (the "Circular") in respect of the proposed Offer of 400 million new Ordinary Shares at a price of 10 pence per share in connection with the proposed acquisition of CellRight Technologies, LLC. The Circular is also is now available to view on the Company's website at www.tissueregenix.com/investors.

 

Terms used but not defined in this announcement shall have the meanings given to them in the Circular.

 

 

 

For more Information:

 

Tissue Regenix Group plc Tel: 07920 272 441

Caitlin Pearson, Corporate Communications Director

 

 

Jefferies International Limited (Nomad and broker) Tel: 020 7029 8000

Simon Hardy

Lee Morton

Christopher Binks

 

WG Partners

Claes Sprang / Nigel Barnes

Tel: 020 3705 9321

FTI Consulting

Ben Atwell / Brett Pollard / Mo Noonan / Rob Winder

Tel: 020 3727 1000

 

About Tissue Regenix

 

Tissue Regenix is a leading medical devices company in the field of regenerative medicine. The company's patented decellularisation ('dCELL®') technology removes DNA and other cellular material from animal and human tissue leaving an acellular tissue scaffold which is not rejected by the patient's body which can then be used to repair diseased or worn out body parts. The potential applications of this process are diverse and address many critical clinical needs such as vascular disease, heart valve replacement and knee repair.

 

 Tissue Regenix was formed in 2006 when it was spun-out from the University of Leeds. The company commercialises academic research conducted by our partners around the World.

 

In November 2012 Tissue Regenix Group plc set up a subsidiary company in the United States - 'Tissue Regenix Wound Care Inc.', as part of its commercialisation strategy for its dCELL® technology platform.

 

Important Notice

This announcement has been issued by, and is the sole responsibility of, the Company. This announcement is for information only and does not constitute an offer or invitation to underwrite, subscribe for or otherwise acquire or dispose of any securities or investment advice in any jurisdiction in which such an offer or solicitation is unlawful, including without limitation, the United States, Australia, Canada, the Republic of South Africa or Japan.

No prospectus or admission document will be made available in connection with the matters contained in this announcement.

Jefferies which is authorised and regulated in the United Kingdom by the FCA, is acting for the Company and for no-one else in relation to the Placing, and will not be responsible to any other person for providing the protections afforded to its clients nor for providing advice in connection with the matters contained in this announcement. 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 Jefferies, or by any of its affiliates or agents, 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 therefore is expressly disclaimed.

The distribution of this announcement and the placing of the New Ordinary Shares as set out in this announcement may be restricted by law in certain jurisdictions. No action has been taken by the Company or Jefferies that would permit an offering of the New Ordinary Shares or 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 Persons into whose possession this announcement comes are required by the Company and Jefferies to inform themselves about, and to observe, such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement is not for distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia).

This announcement does not constitute or form part of an offer of, or solicitation to purchase or subscribe for, securities in the United States. The New Ordinary Shares may not be offered, sold or transferred, directly or indirectly, within the United States absent registration under the US Securities Act of 1933 (the "Securities Act") or an exemption therefrom. The Company has not registered and does not intend to register any of the New Ordinary Shares under the Securities Act. No money, securities or other consideration is being solicited from any person inside the United States and, if sent in response to the information herein, will not be accepted. The New Ordinary Shares will not be offered or sold to the public in the United States.

No statement in this announcement is intended to be a profit forecast and no statement in this announcement should be interpreted to mean that the earnings per share of the Company for the current or future financial years would necessarily match or exceed the historical published earnings per share of the Company.

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

Neither the content of the Company's website (or any other website) nor the content of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
CIREAKXFALXXEFF
Date   Source Headline
7th Jan 20267:00 amRNSSecondary Trading Following Cancellation
7th Jan 20267:00 amRNSCancellation - Tissue Regenix Group Plc
22nd Dec 20254:08 pmRNSResult of General Meeting and Cancellation
22nd Dec 20254:08 pmRNSResult of General Meeting and Cancellation
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7th Nov 20257:00 amRNSFinancial update and funding plans
22nd Oct 20253:29 pmRNSStatement re. Suspension
22nd Oct 20252:02 pmRNSSuspension - Tissue Regenix Group PLC
17th Oct 20257:00 amRNSCFO joins Board
16th Oct 20257:00 amRNSUpdate re. FY24 & H125 restatement & Board Changes
9th Oct 20257:00 amRNSHolding(s) in Company
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3rd Oct 20253:01 pmRNSHolding(s) in Company
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1st Oct 20255:35 pmRNSHolding(s) in Company
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17th Sep 20257:00 amRNSNotice of Results
8th Sep 20257:01 amRNSHalf-Year Trading Update and Notice of Results
8th Sep 20257:00 amRNSBoard Changes
1st Aug 20257:00 amRNSDirectorate Change
23rd Jul 20251:52 pmRNSResult of AGM
4th Jul 20257:00 amRNSGrant of share options
27th Jun 20257:00 amRNSPosting of Annual Report & Notice of AGM
25th Jun 20257:00 amRNSFinal results for the year ended 31 December 2024
9th Jun 20257:00 amRNSCE & UKCA certification for OrthoPure® XT
24th Apr 20259:38 amRNSForm 8.5 (EPT/NON-RI)- Tissue Regenix Group Plc
15th Apr 20259:23 amRNSForm 8.5 (EPT/NON-RI)
10th Apr 20259:09 amRNSForm 8.5 (EPT/NON-RI)
9th Apr 202510:45 amRNSForm 8.5 (EPT/NON-RI)
8th Apr 20257:00 amRNSConclusion of Strategic Review & Offer Period
7th Apr 20258:46 amRNSForm 8.5 (EPT/NON-RI)
1st Apr 20259:12 amRNSForm 8.5 (EPT/NON-RI)
31st Mar 20259:21 amRNSForm 8.5 (EPT/NON-RI)
27th Mar 20257:00 amRNSEuropean patent granted
25th Mar 20258:58 amRNSForm 8.5- Tissue Regenix Group Plc
21st Mar 20258:36 amRNSForm 8.5 (EPT/NON-RI)
20th Mar 20259:19 amRNSForm 8.5 (EPT/NON-RI)
19th Mar 20258:55 amRNSForm 8.5 (EPT/NON-RI)
18th Mar 20259:29 amRNSForm 8.5 (EPT/NON-RI)
18th Mar 20257:00 amRNSCompany update
12th Mar 20259:27 amRNSForm 8.5 (EPT/NON-RI)
10th Mar 20259:30 amRNSForm 8.5 (EPT/NON-RI)
6th Mar 20259:29 amRNSForm 8.5 (EPT/NON-RI)
5th Mar 20258:54 amRNSForm 8.5 (EPT/NON-RI)
4th Mar 20259:28 amRNSForm 8.5 (EPT/NON-RI)
3rd Mar 20259:21 amRNSForm 8.5 (EPT/NON-RI)
21st Feb 20258:56 amRNSForm 8.5 (EPT/NON-RI)

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