THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
(“NetScientific” or the “Company”)
Result of Placing
NetScientific plc (AIM:NSCI), the transatlantic healthcare IP commercialisation group, is pleased to announce that it has conditionally raised gross proceeds of approximately £2.3 million as a result of the Placing that was announced earlier today. Terms and expressions in this announcement will have the same meaning as in that announcement.
A total of 3,538,455 Placing Shares in the Company have been placed by WH Ireland with institutional and other investors at a price of 65 pence per New Ordinary Share (the “Issue Price“), after taking into account the 1 for 10 share consolidation.
Entities associated with Melvin Lawson, a substantial shareholder in the Company, have subscribed for 923,076 Placing Shares. Dr Ilian Iliev, CEO of the Company, has also agreed to subscribe for 76,923 Placing Shares. These subscriptions constitute related party transactions under the AIM Rules..
The independent Directors (being John Clarkson and Professor Stephen Smith) consider, having consulted with WH Ireland, the Company’s nominated adviser, that the terms of the subscriptions are fair and reasonable insofar as the shareholders of NetScientific are concerned.
Application for admission to trading on AIM for the New Ordinary Shares will be made and Admission is expected to take place on 25 August. The Placing Shares will rank pari passu with the New Ordinary Shares following the proposed Capital Reorganisation. Following Admission, the Company’s issued and fully paid share capital will consist of 14,916,122 New Ordinary Shares of 5 pence each.
The Fundraising is subject to, inter alia, shareholder approval, Admission becoming effective and the Placing Agreement becoming unconditional and not being terminated in accordance with its terms. The Company expects to publish a circular in connection with the Placing, in due course, which will contain a notice convening the General Meeting in order to approve certain matters necessary to implement the Fundraising, including the approval by Independent Shareholders of the Waiver Resolution. A copy of the Circular will be made available on the Company’s website https://netscientific.net/investors-2/ following its publication which is expected shortly.
The Circular will set out arrangements for the General Meeting in light of the current British Government restrictions placed on public gatherings in response to the COVID-19 outbreak. Under the current prohibition on non-essential travel and public gatherings, it will not be possible for Shareholders to attend the General Meeting in person. Shareholders are strongly urged to vote by proxy in advance of the deadline by completing their form of proxy in accordance with the instructions and further details are set out in the Circular and the form of proxy. The General Meeting is expected to be convened for 10.00 a.m. on 24 August 2020, with the minimum necessary quorum of two shareholders (which will be facilitated by the Company) and will take place at to be held at [the offices of NetScientific plc.
The actions that Shareholders should take to vote on the Resolutions will be set out in the Circular to be posted in due course.
This announcement includes inside information as defined in Article 7 of the Market Abuse Regulation No. 596/2014 and is disclosed in accordance with the Company’s obligations under Article 17 of those Regulations.
For more information, please contact:
Ilian Iliev, CEO
|Tel: +44 (0)20 3514 1800|
|WHIreland (NOMAD, Financial Adviser and Broker)
Chris Fielding / Darshan Patel
|Tel: +44 (0)20 7220 1666|
|MO PR ADVISORY (Press Contact)
|Tel: +44 (0)78 7644 4977|
NetScientific PLC is a transatlantic healthcare IP commercialisation Group focused on technologies and companies that have the potential to treat chronic disease and significantly improve the health and well-being of people.
For more information, please visit the website at www.NetScientific.net