AIM Schedule 1 update - Renalytix AI plc (0998G)
November 02 2018 - 3:00AM
UK Regulatory
TIDMEKF
RNS Number : 0998G
AIM
02 November 2018
ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION
IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM
RULES")
COMPANY NAME:
Renalytix AI plc ("RenalytixAI" or the "Company")(AIM: RENX)
COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY
TRADING ADDRESS (INCLUDING POSTCODES) :
Avon House
19 Stanwell Road
Penarth
Cardiff
United Kingdom
CF64 2EZ
COUNTRY OF INCORPORATION:
United Kingdom
COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED
BY AIM RULE 26:
https://renalytixai.com/
COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR,
IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING
POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE
TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:
RenalytixAI is a developer of artificial intelligence ("AI")
decision support and clinical management tools for improving
early diagnosis, continual monitoring and drug development
for kidney disease.
The Company was incorporated in March 2018 as a wholly-owned
subsidiary of EKF Diagnostics Holdings plc ("EKF"), the AIM-quoted
point-of-care diagnostics business. The Company's creation
was the first step in EKF's announced strategy to spin-out
certain biomarker and AI technology to facilitate its further
development and commercialisation.
RenalytixAI is currently working in collaboration with world-leading
medical institutions to secure development and commercial launch
of two artificial intelligence guided products, KidneyIntelX(TM)
and KidneyIntelX(TM) APOL1, which the Company intends to submit
for FDA review. Subject to funding, the Company is also expecting
to develop further products throughout the kidney disease lifecycle,
including tools to more accurately assess the type and amount
of immunosuppression drugs needed by patients who have undergone
kidney transplant surgery (FractalDx).
The Company's main country of operation is the United States.
DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS
AS TO TRANSFER OF THE SECURITIES (i.e. where known, number
and type of shares, nominal value and issue price to which
it seeks admission and the number and type to be held as treasury
shares):
Ordinary shares of 0.25 pence each.
Admission price of 121 pence per share.
CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING)
AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:
Equity fund-raise via placing and subscription of GBP20.77
million and GBP1.48 million by way of a restricted offer, making
a total fundraise of GBP22.25 million.
Estimated market capitalisation on Admission - c. GBP65.1 million
PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:
Approximately 51.2%
DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH
THE AIM SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE
OR WILL BE ADMITTED OR TRADED:
Not applicable.
FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS
(underlining the first name by which each is known or including
any other name by which each is known):
Julian Huw Baines - Non-executive Chairman
James Renwick McCullough - Chief Executive Officer
Fergus Fleming - Chief Technical Officer
Barbara Therese Murphy - Independent Non-executive Director
Erik Kristian Lium - Non-executive Director
Christopher Harwood Mills - Non-executive Director
Richard Anthony Evans - Non-executive Director
The Company has resolved to appoint a further independent non-executive
director following admission.
FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED
AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER
ADMISSION (underlining the first name by which each is known
or including any other name by which each is known):
Shareholder % of issued % of issued
share capital share capital
before admission following
distribution
and admission(3)
Icahn School of Medicine
at Mount Sinai 19.0% 14.9%
------------------ ------------------
EKF(1) Nil 4.8%
------------------ ------------------
Cooley (UK) LLP/ for relevant 59.2% Nil
EKF Shareholders(2)
------------------ ------------------
James McCullough 8.1% 5.3%
------------------ ------------------
O. James Sterling 5.4% 3.5%
------------------ ------------------
Julian Baines 3.2% 2.3%
------------------ ------------------
Christopher Mills Nil 17.1%
------------------ ------------------
Lombard Odier & Co Ltd Nil 6.4%
------------------ ------------------
Legal & General Investment
Management Nil 3.1%
------------------ ------------------
Polar Capital LLP Nil 4.6%
------------------ ------------------
(1) Arising from subscription for new shares at IPO
(2) Arising from the previously announced distribution of EKF's
pre-existing interest, being held in escrow for relevant EKF
shareholders who retain legal and beneficial title following
the distribution
(3) Includes interests in distributed EKF shares held via Cooley
and participation in the fundraising
NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE
2, PARAGRAPH (H) OF THE AIM RULES:
Renwick Capital LLC (James McCullough and O. James Sterling)
Fergus Fleming
Steven G. Coca
Girish N. Nadkarni
Michael J. Donovan
Bowden Consulting Group Inc.
Salim Hamir
(i) ANTICIPATED ACCOUNTING REFERENCE DATE
(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION
DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited
interim financial information)
(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS
PURSUANT TO AIM RULES 18 AND 19:
(i) 30 June
(ii) Audited results for the period ended 30 June 2018
(iii) (1) Interim results (6-month period ended 31 December
2018): by 31 March 2019
(2) Annual results (year ended 30 June 2019): by 31 December
2018
(3) Interim results (6-month period ended 31 December 2019):
by 31 March 2020
EXPECTED ADMISSION DATE:
6 November 2018
NAME AND ADDRESS OF NOMINATED ADVISER:
Nplus1 Singer Advisory LLP (together with its associates, "N+1
Singer")
One Bartholomew Lane
London
EC2N 2AX
NAME AND ADDRESS OF BROKER:
N+1 Singer
One Bartholomew Lane
London
EC2N 2AX
OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE
(POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE
AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL
DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:
www.renalytixai.com
THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO
APPLY
The Company has decided to apply the Quoted Companies Alliance
(QCA) Corporate Governance Code.
DATE OF NOTIFICATION:
2 November 2018
NEW/ UPDATE:
UPDATE
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END
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