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Venture Life Group plc
Admission to AIM and acquisition of Biokosmes Srl
Bracknell, UK - 28 March 2014: Venture Life Group plc (AIM: VLG, "Venture Life", "the Company" or "the Group"), the international consumer healthcare company focused on developing products for the ageing population, announces the admission to trading on AIM of its entire issued ordinary share capital, and the commencement of dealings, at 8.00a.m. today. This comes after the successful fundraising of £5.4 million (before expenses) announced on 25 March 2014. The total number of Ordinary Shares in issue at Admission is 24,264,141, giving the Group a market capitalisation of approximately £26.4 million at the Placing Price.
The fundraising and admission to AIM allowed Venture Life to complete the acquisition of the Italian company, Biokosmes Srl ("Biokosmes"), a privately-held and profitable company which develops and manufactures topical products, including cosmetics, dermo-cosmetics and medical devices. Biokosmes has been trading for over thirty years, providing product development and manufacturing services to leading European healthcare and cosmetics companies. It also has an extensive library of proprietary formulations that the Group believes can be further profitably commercialised and Biokosmes will provide Venture Life with additional in-house development and manufacturing capabilities.
Commenting on joining AIM and Biokosmes joining the Group, Jerry Randall, Chief Executive Officer of Venture Life said:
"Venture Life is delighted to be joining AIM and we look forward to continuing to grow Venture Life by capitalising on the increasing demands of the ageing population for healthcare products and food supplements. We are also very pleased to welcome Biokosmes to the Group as we look to bring together Venture Life's expertise in brand and product development, and commercialisation, with Biokosmes's extensive knowledge and expertise in topical product development and manufacturing. We are very excited by the significant opportunities the market currently presents, in particular in China and the Far East."
Gianluca Braguti, the founder of Biokosmes and the Group's Manufacturing Director went on to say:
"We have worked closely with the management team at Venture Life for many years. We have formed a close working relationship and have a shared vision of building a leading international consumer healthcare company. The two businesses complement each other well and the merged entity will allow us to accelerate growth through expanding the distribution and sales of our current marketed products, through the development and commercialisation of new products, and by investing in our manufacturing capabilities in order to increase capacity and our product offering."
Charles Stanley Securities is acting as Nominated Adviser and WG Partners as Financial Adviser and Broker to the Group.
Further information about Venture Life and its activities can be found on the Company's website at www.venture-life.com
Key Statistics
Placing Price |
109 pence |
Number of existing shares before Admission |
16,961,430 |
Non placing shares being issued prior to Admission |
989,947 |
Consideration Shares being issued on Admission |
1,358,185 |
Placing Shares |
4,954,579 |
Number of Ordinary Shares in issue on Admission |
24,264,141 |
Percentage of Enlarged Share Capital represented by new Ordinary Shares |
30.1% |
Estimated net proceeds of the Placing |
£4.2m |
Estimated market capitalisation on Admission |
£26.4m |
- Ends -
Enquiries
Venture Life Group plc |
+44 (0)1344 742 870 |
Jerry Randall, Chief Executive Officer |
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James Hunter, Chief Financial Officer |
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JW Communications Julia Wilson |
+44 (0)781 8430877 |
WG Partners |
+44 (0)20 7649 6327 |
David Wilson Claes Spång |
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Charles Stanley Securities |
+44 (0)20 7649 6000 |
(Nominated Adviser) Phil Davies |
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Notes to Editors:
About Venture Life
Venture Life is an international consumer healthcare company based in the UK and focused on developing products for the ageing population. The Group's products are currently sold or partnered in over 40 countries and currently include:
1. Food supplements to help lower LDL cholesterol and improve brain function and memory,
2. Dermo-cosmetics and cosmetics for addressing the signs of skin ageing and hair loss, and
3. Medical devices for improving conditions such as minor aches and pains, dry eyes and itchy skin.
In addition, the Group has a healthy development pipeline including products in areas such as diabetes, cardiovascular health, obesity, cognitive function and skin ageing. Products coming from the pipeline will have intellectual property protection and will be supported by independent clinical evidence of efficacy.
The Company's commercial strategy is focused on developing and commercialising innovative products for the international consumer healthcare market, which are sold into pharmacies by the Group's international network of distribution partners.
The Company's product development strategy is focused on delivering products that:
· Are consumer-facing and are attractive to distribution partners and pharmacies,
· Are safe and efficacious and satisfy significant unmet or poorly met market needs, and
· Are supported by objective clinical data that validate the Company's products and differentiate them from the competition.
Further information about Venture Life and its activities can be found on the Company's website at www.venture-life.com
About Biokosmes
Biokosmes Srl is a long-established and profitable Italian company which develops and manufactures topical products, including cosmetics, dermo-cosmetics and medical devices. The Company offers full-service product development and manufacturing, from concept and creation through to providing a finished product ready for commercial scale manufacturing, with associated technical dossiers and/or clinical data packages, as required. Biokosmes provides services to over 60 customers and has capacity to grow substantially, which will allow the Group to take advantage of the increasing demands on the business. It owns over 1,000 product formulations and products manufactured by Biokosmes are sold in more than 10 countries, including the United States.
Strengths of the combined Group
The Group is positioned to take advantage of the increasing demand for healthcare products and food supplements for the ageing population and will seek to generate growth through Venture Life's expertise in new product development, brand management and commercialisation alongside Biokosmes's capability in topical product development and manufacturing. Furthermore, Biokosmes has an extensive library of proprietary formulations that the Group believes can be further profitably commercialised and Venture Life plans to invest in Biokosmes's manufacturing capabilities in order to increase capacity and product offering. In addition, the Group intends to commercialise its products in the potentially lucrative Chinese and Far East markets.
Important Notice
Defined terms used in this announcement have the same meaning as set out in the admission document published on 25 March 2014, which is available at the Group's website www.venture-life.com
This announcement does not constitute an admission document relating to the Group and does not constitute, or form part of, any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any shares in the Group in any jurisdiction nor shall it, or any part of it, or the fact of its distribution, form the basis of, or be relied on in connection with or act as any inducement to enter into, any contract therefor.
Recipients of this announcement who are considering acquiring shares following publication of the admission document are reminded that any such acquisition must be made only on the basis of the information contained in the admission document which may be different from the information contained in this announcement.
The shares have not been, nor will they be, registered under the US Securities Act of 1933, as amended (the "Securities Act") or with any securities regulatory authority of any state or other jurisdiction of the United States or under the applicable securities laws of Australia, Canada, Japan, the Republic of Ireland or the Republic of South Africa. Subject to certain exceptions, the shares may not be offered or sold in the United States, Australia, Canada, Japan, the Republic of Ireland or the Republic of South Africa or to or for the account or benefit of any national, resident or citizen of Australia, Canada, Japan, the Republic of Ireland or the Republic of South Africa or any person located in the United States. The offer of the shares and the distribution of this announcement in other jurisdictions may be restricted by law and the persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions.
This announcement may include "forward-looking statements". All statements other than statements of historical facts included in this announcement, including, without limitation, those regarding the Group's financial position, business strategy, plans and objectives of management for future operations (including development plans and objectives relating to the Group's evaluation of the potential merger) are forward-looking statements.
Forward-looking statements are subject to risks and uncertainties and accordingly the Group's actual future financial results and operational performance may differ materially from the results and performance expressed in, or implied by, the statements. These factors include but are not limited to those described in the admission document.
