TIDMAPTA
RNS Number : 6765J
Aptamer Group PLC
17 August 2023
THIS ANNOUNCEMENT (THE "ANNOUNCEMENT") AND THE INFORMATION
CONTAINED IN IT, IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION,
IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS, ANY STATE OF
THE UNITED STATES OR THE DISTRICT OF COLUMBIA (COLLECTIVELY, THE
"UNITED STATES"), AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA
OR JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION,
RELEASE OR DISTRIBUTION WOULD BE UNLAWFUL.
FURTHER, THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND
IS NOT AN OFFER OF SECURITIES IN ANY JURISDICTION.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.
17 August 2023
Aptamer Group plc
("Aptamer Group", "APTA" or the "Company")
Result of General Meeting
Update on Fundraise, Strategy, Board Changes, Change of Broker,
Broker Research Marketing Communication and PDMR Dealings
Aptamer Group (AIM:APTA), the developer of novel Optimer(R)
binders to enable innovation in the life sciences industry, is
pleased to announce that, further to the Company's announcement on
31 July 2023, at its general meeting held today, all resolutions
were passed.
Accordingly, all of the proposals set out in the circular dated
31 July 2023 will proceed.
Fundraise
Further to the Company's announcement on 31 July 2023, following
shareholder approval at the general meeting today, the Company has
successfully raised GBP3.6 million (before costs) by way of a
Placing and Subscription. The Company intends to use the net
proceeds of the Fundraise for working capital purposes, with the
aim of reaching an EBITDA and cash break even position within two
years.
In aggregate, 370,000,000 new Ordinary Shares have been issued
at a price of 1p each in connection with the Fundraise, of which
10,318,390 new Ordinary Shares were admitted to trading on AIM on 4
August 2023 and the remaining 359,681,610 new Ordinary Shares are
expected to be admitted to trading on AIM on 21 August 2023.
Certain of the existing Directors, all of the of Proposed
Directors and certain senior managers have participated in the
Fundraise, contributing GBP269,900 in aggregate to the total
raised. Following completion of the Fundraise, the continuing board
and certain senior managers will hold in aggregate approximately
12.37 per cent of the issued share capital.
Strategy
The Company will focus on tight costs discipline with the
intention of reaching an EBITDA and cash break even position within
two years.
Consequently, budgeted costs for premises, overheads and
development, directors and staff are targeted to be reduced from
approximately GBP6.4 million (unaudited) in the year ended 30 June
2023 to approximately GBP3.5 million for the current financial
year. This reset of the cost base is expected to be completed by
the end of September 2023 with a reduction in operational headcount
to the level required to meet forecasted revenues over the next
several years.
Research and development activities will focus on process
improvements to reduce delivery timelines or increase margins, cost
reduction activities, and driving recurring revenues through
customer support. It is intended that higher risk development work
will in whole or part be funded via grants and collaborations that
will be sought to minimise the impact on working capital
requirements.
In order to achieve EBITDA and cash break even position during
the year ending 30 June 2025, the Company is targeting revenue of
GBP3.0 million for the current financial year, rising to GBP6.0
million for the year ending 30 June 2026. These figures are
significantly lower than previous targets and reflect a change of
emphasis in setting expectations. These revised targets are mainly
based on expectations of fee-for-service revenues for contract
research, with minimal expectation for licensing revenues.
Aptamer's model will remain to use its contract research
relationships as a platform to build lower-risk fee-for-service
revenues and horizon scan for material licence fee opportunities.
Under the revised strategy, the Company's focus will be on
developing the core fee-for-service revenues to achieve
profitability. The Company has already announced the signing of
four contracts with a combined value of up to GBP507,000 for the
current financial year (subject to ongoing commercial and
scientific attrition), which form part of a current rolling
pipeline of GBP2.2 million (which is risk adjusted for commercial
and scientific attrition) across 30 discrete projects.
Aptamer will continue to target opportunities to licence its
technology to the developers of diagnostic tests and therapeutics.
If successful, these opportunities have the potential to generate
material recurring revenue streams. Since IPO, Aptamer has found
that whilst there is significant appetite for its technology,
reaching and securing licensing agreements is taking much longer
than anticipated and can be impacted by factors outside the Group's
control. Hence, the Group is re-focusing its efforts to ensure that
it is sustainable on a lower level of fee-for-service work, whilst
retaining the potential upside from these longer-term
opportunities.
Board Changes
With effect from 21 August 2023, the board will comprise:
-- Stephen Hull (Executive Chairman)
-- Dr Arron Tolley (Chief Technical Officer)
-- Dr David Bunka (Chief Scientific Officer)
-- Dean Fielding (Independent Non-Executive Director)
-- Dr Adam Hargreaves (Independent Non-Executive Director).
In addition, on the senior leadership team, Andrew Rapson, the
current Head of Finance, will become Chief Financial Officer and
Alastair Fleming remains as Chief Operating Officer.
The resignations of Dr Ian Gilham (Executive Chairman), Dr Rob
Quinn (Interim Chief Executive Officer and Chief Financial
Officer), Dr John Richards (Non-Executive Director) and Angela
Hildreth (Non-Executive Director) take effect from Second Admission
(scheduled for 8.00am on 21 August 2023).
The Company intends to appoint a Chief Executive Officer when
appropriate to do so.
Further information on the new directors and the participation
of existing Directors, Proposed Directors and senior managers in
the Fundraise, are set out at the end of this announcement.
Change of Broker
With immediate effect, Turner Pope Investments (TPI) Limited
("Turner Pope") has been appointed as the Company's sole
broker.
Broker Research Marketing Communication
Turner Pope published a research marketing communication on the
Company on 31 July 2023, which is available by registering at
https://forms.office.com/e/fHknMG5Fn7
Admission and Total Voting Rights
Application has been made to the London Stock Exchange for the
admission of the Conditional Placing Shares, Subscription Shares
and Settlement Shares, a total of 359,681,610 shares, to trading on
AIM ("Admission").
Admission is expected to occur on or around 8.00 a.m. on 21
August 2023.
Following Admission the Company will have 439,091,717 ordinary
shares of GBP0.001 each in issue. The Company does not hold any
shares in treasury and all of the Ordinary Shares have equal voting
rights. Therefore, this figure represents the total voting rights
in the Company and may be used by shareholders as the denominator
for the calculations by which they can determine if they are
required to notify their interest in, or a change to their interest
in the Company under the Rules.
Steve Hull, Proposed Executive Chairman, commented:
"We are delighted to have completed this GBP3.6m fundraise,
which provides a platform for the Company to focus on its near-term
strategy, implementing tight costs discipline with the intention of
reaching an EBITDA and cash break even position within two years. I
am very pleased with the support shown by both departing Directors
and incoming Directors in participating in the Fundraise,
contributing GBP269,900 in total. I'd also like to take the
opportunity to thank the outgoing board."
For further information, please contact:
Aptamer Group plc
Dr Rob Quinn +44 (0) 1904 217 404
SPARK Advisory Partners Limited - Nominated
Adviser
Andrew Emmott / Mark Brady / Adam Dawes +44 (0) 20 3368 3550
---------------------
Turner Pope Investments (TPI) Ltd - Broker
James Pope / Andrew Thacker +44 (0) 20 3657 0050
---------------------
Consilium Strategic Communications
Matthew Neal / Lucy Featherstone
aptamergroup@consilium-comms.com +44 (0) 20 3709 5700
---------------------
Unless otherwise indicated, capitalised terms in this
announcement have the meaning given to them in the Company's
announcement dated 31 July 2023.
This announcement contains inside information for the purposes
of Article 7 of Regulation (EU) No 596/2014 as it forms part of UK
domestic law by virtue of the European Union (Withdrawal) Act
2018.
About Aptamer Group plc
Aptamer develops custom affinity binders through its proprietary
Optimer(R) platform to enable new approaches in therapeutics,
diagnostics, and research applications. The Company strives to
deliver transformational solutions that meet the needs of life
science researchers and developers through the use of its
proprietary Optimer platform.
Optimer binders are oligonucleotide affinity ligands that can
function as an antibody alternative. The global affinity ligand
market is currently worth over $170 billion. Optimer binders are
engineered to address many of the issues found with alternative
affinity molecules, such as antibodies, and offer new, innovative
solutions to bioprocessing, diagnostic and pharmaceutical
scientists.
Aptamer has successfully delivered projects for global pharma
companies, diagnostic development companies, and research
institutes covering a range of targets and applications with the
objective of establishing royalty-bearing licenses. Through the
unique Optimer technology and processes, scientists and
collaborators can make faster, more informed decisions that support
discovery and development across the Life Sciences.
Directors', Proposed Directors' and senior managers'
participation in the Fundraise
As previously announced, the following Directors, Proposed
Directors and senior managers (PDMRs) participated in the
Fundraise:
Name Number Amount Shareholding Percentage
of Shares on Admission of enlarged
in the Fundraising share capital
Directors
-------------------- ----------- -------------- ---------------
Dr Ian Gilham (Executive
Chairman) 2,000,000 GBP20,000 2,021,367 0.46
-------------------- ----------- -------------- ---------------
Dr Rob Quinn (Interim
Chief Executive Officer
and Chief Financial Officer) 2,000,000 GBP20,000 2,000,000 0.46
-------------------- ----------- -------------- ---------------
Dr David Bunka (Chief
Scientific Officer) 1,000,000 GBP10,000 13,524,200 3.08
-------------------- ----------- -------------- ---------------
Proposed Directors
-------------------- ----------- -------------- ---------------
Stephen Hull (Proposed
Executive Chairman)* 1,000,000 GBP10,000 3,786,400 0.86
-------------------- ----------- -------------- ---------------
Dr Arron Tolley (Proposed
Chief Technical Officer) 1,000,000 GBP10,000 16,794,200 3.82
-------------------- ----------- -------------- ---------------
Dean Fielding (Proposed
Non-Executive Director) 1,490,000 GBP14,900 1,727,400 0.39
-------------------- ----------- -------------- ---------------
Dr Adam Hargreaves (Proposed
Non-Executive Director) 17,500,000 GBP175,000 17,500,000 3.99
-------------------- ----------- -------------- ---------------
Senior managers (PDMRs)
-------------------- ----------- -------------- ---------------
Andrew Rapson (CFO) 500,000 GBP5,000 500,000 0.11
-------------------- ----------- -------------- ---------------
Alistair Fleming (COO) 500,000 GBP5,000 500,000 0.11
-------------------- ----------- -------------- ---------------
Total 26,990,000 GBP269,900 58,353,567 13.29
-------------------- ----------- -------------- ---------------
* includes 1,350,000 shares held by Mrs Valerie Hull, the wife
of Mr Stephen Hull
Further Disclosure regarding the Proposed Directors
Stephen (Steve) Hull - Executive Chairman (aged 69 years)
Steve is an experienced company director and entrepreneur,
having started, acquired, developed and successfully exited a
number of businesses. He was previously chairman of Aptamer Group
until the IPO in December 2021.
Dr Arron Tolley - Chief Technology Officer (aged 45 years)
Arron is the founder of Aptamer Group and was CEO from 2008 -
2023. Arron holds a Ph.D. in Molecular Biology and Biophysics from
the University of Leeds and a B.Sc. in Molecular Medicine. Arron
has over 19 years' experience in the field of nucleic acid biology
and has expertise in the development of aptamers against multiple
target types, including complex cellular targets in model disease
systems. Arron led the growth of the company from a small
laboratory built in the basement of his house to a successful
aptamer development company. Arron led the business through various
stages of growth, and funding, including the AIM IPO in December
2021. Arron has extensive experience in business development,
business administration and translational science and holds an
honorary professorship for translational science and
entrepreneurship from the University of Surrey.
Dean Fielding - Independent Non-Executive Director (aged 57
years)
Dean is an independent non-executive director and chair of the
audit committee at The Property Franchise Group plc. He was
previously Group Finance Director of LSL Property Services plc,
Finance Director of Your Move and a non-executive director of
Hunters Property plc, in addition to a variety of consultancy and
other non-executive roles.
Dr Adam Hargreaves - Independent Non-Executive Director (aged 44
years)
Dr Adam Hargreaves is the founder of PathCelerate Limited, a
contract research pharmaceutical efficacy and safety company.
Spanning a 20-year career, he previously worked for AstraZeneca,
and has interests and skills in preclinical and translational small
molecule, biologic, and RNA-based pharmaceuticals. PathCelerate has
provided preclinical and clinical drug discovery and development
assistance to a number of global pharmaceutical companies, in
addition to a wide and diverse range of small- and medium-sized
biotechnology and medical device firms; assisting in the generation
of numerous Investigational New Drug and Clinical Trial Application
submissions.
Adam is a Fellow of the Royal College of Pathologists and is a
board-certified Diplomate of the American College of Veterinary
Pathology. His PhD research encompassed oncology medicine safety
and he has held posts including President of the British Society of
Toxicologic Pathology and Visiting Professor at the University of
Surrey, where he lectures in pharmaceutical efficacy and safety. He
is a keen investor in small-cap drug discovery and biotechnology
AIM stocks, and takes a particular interest in how such companies
attract both retail and institutional investment via portfolio
expansion and pertinent news flow.
Directorships and former directorships
Stephen Hull (aged 69):
C urrent directorships and/or Former directorships and/or
partnerships partnerships (within the last
five years):
SVG property investments ltd Noverre limited
SVG properties llp
Stonegrave construction limited
Stonegrave properties limited
-------------------------------
Dr Arron Craig Tolley (aged 45):
C urrent directorships and/or Former directorships and/or
partnerships partnerships (within the last
five years):
Aptamer Diagnostics Limited Aptamer Therapeutics Limited
Aptamer Diagnostics Limited Aptasort Limited
Aptamer Solutions Limited
-------------------------------
Dr Adam Hargreaves (aged 44):
C urrent directorships and/or Former directorships and/or
partnerships partnerships (within the last
five years):
Pathcelerate Limited
-------------------------------
Dean Andrew Fielding (aged 57):
C urrent directorships and/or Former directorships and/or
partnerships partnerships (within the last
five years):
The Cyrenians Ltd Hunters Property plc
Dexters London Limited
The Property Franchise Group
plc
D. Fielding Limited
-------------------------------
Save as disclosed above, there are no further disclosures in
relation to the new directors pursuant to Schedule 2(g) of the AIM
Rules for Companies.
The following disclosures are made in accordance with the
requirements of the UK version of the EU Market Abuse Regulation
(2014/596) which is part of UK law by virtue of the European Union
(Withdrawal) Act 2018, as amended and supplemented from time to
time, and provide detail in relation to the purchase of ordinary
shares by directors and other PDMRs in the Company.
NOTIFICATIONS AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS
DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY
ASSOCIATED WITH THEM
Details of the person discharging managerial responsibilities
1 / person closely associated
a) Name Dr David Bunka
-------------------------------- ---------------------------------------
Reason for the notification
2
-------------------------------------------------------------------------
a) Position/status Executive Director - PDMR
-------------------------------- ---------------------------------------
b) Initial notification Initial notification
/Amendment
-------------------------------- ---------------------------------------
Details of the issuer, emission allowance market participant,
3 auction platform, auctioneer or auction monitor
-------------------------------------------------------------------------
a) Name Aptamer Group plc
-------------------------------- ---------------------------------------
b) LEI 213800Y4XGH3WJNBE686
-------------------------------- ---------------------------------------
Details of the transaction(s): section to be repeated for
4 (i) each type of instrument; (ii) each type of transaction;
(iii) each date; and (iv) each place where transactions
have been conducted
-------------------------------------------------------------------------
a) Description of Ordinary shares of GBP0.001 each
the financial
instrument, type
of instrument
Identification GB00BNRRP542
code
b) Nature of the Acquisition of shares
transaction
-------------------------------- ---------------------------------------
c) Price(s) and volume(s) Price(s) Volume(s)
1p 1,000,000
----------
-------------------------------- ---------------------------------
d) Aggregated information n/a
- Aggregated volume
- Price
e) Date of the transaction 31 July 2023
-------------------------------- ---------------------------------------
f) Place of the transaction Off market
-------------------------------- ---------------------------------------
Details of the person discharging managerial responsibilities
1 / person closely associated
a) Name Dr Arron Tolley
-------------------------------- ---------------------------------------
Reason for the notification
2
-------------------------------------------------------------------------
a) Position/status PDMR
-------------------------------- ---------------------------------------
b) Initial notification Initial notification
/Amendment
-------------------------------- ---------------------------------------
Details of the issuer, emission allowance market participant,
3 auction platform, auctioneer or auction monitor
-------------------------------------------------------------------------
a) Name Aptamer Group plc
-------------------------------- ---------------------------------------
b) LEI 213800Y4XGH3WJNBE686
-------------------------------- ---------------------------------------
Details of the transaction(s): section to be repeated for
4 (i) each type of instrument; (ii) each type of transaction;
(iii) each date; and (iv) each place where transactions
have been conducted
-------------------------------------------------------------------------
a) Description of Ordinary shares of GBP0.001 each
the financial
instrument, type
of instrument
Identification GB00BNRRP542
code
b) Nature of the Acquisition of shares
transaction
-------------------------------- ---------------------------------------
c) Price(s) and volume(s) Price(s) Volume(s)
1p 1,000,000
----------
-------------------------------- ---------------------------------
d) Aggregated information n/a
- Aggregated volume
- Price
e) Date of the transaction 31 July 2023
-------------------------------- ---------------------------------------
f) Place of the transaction Off market
-------------------------------- ---------------------------------------
Details of the person discharging managerial responsibilities
1 / person closely associated
a) Name Alistair Fleming
-------------------------------- ---------------------------------------
Reason for the notification
2
-------------------------------------------------------------------------
a) Position/status COO - PDMR
-------------------------------- ---------------------------------------
b) Initial notification Initial notification
/Amendment
-------------------------------- ---------------------------------------
Details of the issuer, emission allowance market participant,
3 auction platform, auctioneer or auction monitor
-------------------------------------------------------------------------
a) Name Aptamer Group plc
-------------------------------- ---------------------------------------
b) LEI 213800Y4XGH3WJNBE686
-------------------------------- ---------------------------------------
Details of the transaction(s): section to be repeated for
4 (i) each type of instrument; (ii) each type of transaction;
(iii) each date; and (iv) each place where transactions
have been conducted
-------------------------------------------------------------------------
a) Description of Ordinary shares of GBP0.001 each
the financial
instrument, type
of instrument
Identification GB00BNRRP542
code
b) Nature of the Acquisition of shares
transaction
-------------------------------- ---------------------------------------
c) Price(s) and volume(s) Price(s) Volume(s)
1p 500,000
----------
-------------------------------- ---------------------------------
d) Aggregated information n/a
- Aggregated volume
- Price
e) Date of the transaction 31 July 2023
-------------------------------- ---------------------------------------
f) Place of the transaction Off market
-------------------------------- ---------------------------------------
Details of the person discharging managerial responsibilities
1 / person closely associated
a) Name Andrew Rapson
-------------------------------- ---------------------------------------
Reason for the notification
2
-------------------------------------------------------------------------
a) Position/status CFO - PDMR
-------------------------------- ---------------------------------------
b) Initial notification Initial notification
/Amendment
-------------------------------- ---------------------------------------
Details of the issuer, emission allowance market participant,
3 auction platform, auctioneer or auction monitor
-------------------------------------------------------------------------
a) Name Aptamer Group plc
-------------------------------- ---------------------------------------
b) LEI 213800Y4XGH3WJNBE686
-------------------------------- ---------------------------------------
Details of the transaction(s): section to be repeated for
4 (i) each type of instrument; (ii) each type of transaction;
(iii) each date; and (iv) each place where transactions
have been conducted
-------------------------------------------------------------------------
a) Description of Ordinary shares of GBP0.001 each
the financial
instrument, type
of instrument
Identification GB00BNRRP542
code
b) Nature of the Acquisition of shares
transaction
-------------------------------- ---------------------------------------
c) Price(s) and volume(s) Price(s) Volume(s)
1p 500,000
----------
-------------------------------- ---------------------------------
d) Aggregated information n/a
- Aggregated volume
- Price
e) Date of the transaction 31 July 2023
-------------------------------- ---------------------------------------
f) Place of the transaction Off market
-------------------------------- ---------------------------------------
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ROMNKOBQDBKDAFD
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August 17, 2023 07:47 ET (11:47 GMT)
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