22 April
2024
Avacta Group
plc
("Avacta"
or the "Group" or the "Company")
Issue of Equity and Total
Voting Rights
Avacta Group plc (AIM: AVCT),
a life sciences company developing
innovative, targeted oncology drugs and powerful diagnostics
today announces it has issued and allotted a total
of 7,529,825 new ordinary shares of 10 pence each in the Company
("New Ordinary Shares"). The New Ordinary Shares are being issued
in settlement of the quarterly principal of £2.55 million and
interest repayment of £0.62 million in respect of the Company's
unsecured convertible bonds (the "Convertible Bonds"), as detailed
in Avacta's announcement on 18 October 2022.
The Board carefully considered the
difficult balance between further dilution and the Group's cash
resources to deliver key value adding milestones from the upcoming
AVA6000 efficacy studies. On this occasion the Board has decided to
settle the quarterly repayment in shares but will continue to
review this on a quarterly basis and, if it considers that
conditions allow, the repayment will be settled in cash.
After settlement of the quarterly
repayment, the principal remaining under the Convertible Bonds will
be reduced by £2.55 million to £35.70 million.
Under the terms and conditions of
the Convertible Bonds, there is a reset of the conversion price on
the date falling 18 months after their date of issue (i.e. on 20
April 2024, the "Reset Date") should the average Avacta share price
over the 15-dealing-day period preceding the Reset
Date(1) (the "15-Day Reset Average Market Price") be
below the conversion price in effect on the Reset
Date(2). In which case, the conversion price resets to
the greater of (i) such 15-Day Reset Average Market Price and (ii)
the reset price floor in effect on the Reset Date(3).
The 15-Day Reset Average Market Price is 50.83 pence and, as such,
with effect from the Reset Date of 20 April 2024, the conversion
price was reset to 88.72 pence(4), subject as provided
below.
If, during the 9-month period
commencing on the Reset Date (i.e. during the period from 20 April
2024 to 20 January 2025, the "Reset Clawback Period"), the
volume-weighted average price ("VWAP") of the Company's Ordinary
Shares on each of at least 20 dealing days in any period of 30
consecutive dealing days is greater than 130% of the pre-reset
conversion price(5) (the "Reference Conversion Price"),
then the conversion price will be restored at such time to be equal
to such Reference Conversion Price(5), thereby reversing
the effect of the reset made on 20 April 2024.
Application has been made to AIM for
the admission to trading of the 7,529,825 New Ordinary Shares
resulting from the conversion, which is expected to occur at or
around 8.00 am on 23 April 2024 ("Admission"). The New Ordinary
Shares will rank pari passu with the existing Ordinary Shares of
the Company.
Following Admission, the Company's
enlarged issued share capital will be 359,042,104. This figure may
be used by shareholders in the Company 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
share capital of the Company under the Financial Conduct
Authority's Disclosure Guidance and Transparency Rules.
(1) being calculated as the
arithmetic average of the daily VWAPs of the Ordinary Shares during
such 15-dealing-day period as aforesaid
(2) being 110.91 pence since the
adjustment performed in accordance with the customary anti-dilution
provisions contained in the terms and conditions of the Convertible
Bonds following the Company's fundraise announced on 28 February
2024 (the conversion price was initially set at 118.75 pence at the
time of issue of the Convertible Bonds)
(3) being 88.72 pence since the
adjustment referred to in note (1) above (the reset price floor was
initially set at 95 pence at the time of issue of the Convertible
Bonds)
(4) from 110.91 pence
immediately prior to the Reset Date
(5) being 110.91 pence, as may
be adjusted during the Reset Clawback Period in accordance with the
customary anti-dilution provisions contained in the terms and
conditions of the Convertible Bonds
-Ends-
For
further information from Avacta Group plc, please
contact:
Avacta Group plc
Alastair Smith, Chief Executive
Officer
Tony Gardiner, Chief Financial
Officer
Michael Vinegrad, Group
Communications Director
|
Tel: +44
(0) 1904 21 7070
www.avacta.com
|
Stifel Nicolaus Europe
Limited (Nomad and Joint Corporate Broker)
Nicholas Moore / Nick Adams / Samira
Essebiyea / Nick Harland / Ben Good
|
Tel: +44
(0) 207 710 7600
www.stifel.com
|
Peel Hunt (Joint Corporate
Broker)
James Steel / Chris Golden / Patrick
Birkholm
|
Tel: +44
(0) 207 418 8900
www.peelhunt.com
|
ICR Consilium (Media and
IR)
Mary-Jane Elliott / Jessica Hodgson
/ Sukaina Virji
|
avacta@consilium-comms.com
|
About Avacta Group plc - https://www.avacta.com
Avacta Group is a UK-based life
sciences company focused on improving healthcare outcomes through
targeted cancer treatments and diagnostics.
Avacta has two divisions focused on
therapeutics and diagnostics.
Avacta Therapeutics: a clinical
stage oncology biotech division harnessing proprietary therapeutic
platforms to develop novel, highly targeted cancer
drugs.
Avacta Diagnostics: focused on
supporting healthcare professionals and broadening access to
diagnostics.
Avacta has two proprietary
platforms, pre|CISION™ and Affimer®.
The pre|CISION™ platform is a highly
specific substrate for fibroblast activation protein (FAP) which is
upregulated in most solid tumours compared with healthy tissues.
The pre|CISION™ platform harnesses this tumour specific protease to
activate pre|CISION™ peptide drug conjugates and pre|CISION™
antibody/Affimer® drug conjugates in the tumour microenvironment,
reducing systemic exposure and toxicity, allowing dosing to be
optimised to deliver the best outcomes for patients.
The lead pre|CISION™ programme
AVA6000, a peptide drug conjugate form of doxorubicin, is in Phase
1 studies. It has shown a dramatic improvement in safety and
tolerability in clinical trials to date compared with standard
doxorubicin and preliminary signs of clinical activity in multiple
patients.
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