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Eden Research Plc
("Eden" or "Company")
Completion of Placing & Subscription to raise c.£2.4m
Investment by strategic commercial partner and institutional placing
Eden Research plc (AIM: EDEN), the AIM-listed company that provides breakthrough biocontrol products and natural microencapsulation technologies to the global agrochemicals, animal health and consumer products industries, announces that, further to the announcement earlier today, it has raised c.£2.4 million, before expenses, through a subscription (the "Subscription") for 20,494,330 new ordinary shares of 1p each in the Company ("Ordinary Shares") (the "Subscription Shares") and an institutional placing (the "Placing") of 1,915,888 new Ordinary Shares (the "Placing Shares") both at a price of 10.7 pence each.
Sipcam SpA ("Sipcam"), Eden's commercialisation partner in a growing list of countries, subscribed for the Subscription Shares which represent c.9.9 per cent. of the enlarged share capital.
The Company has also received a non-binding indication from an existing institutional investor for £300,000 of Ordinary Shares at the Placing Price (the "Additional VCT Placing"). The Additional VCT Placing is anticipated completing (subject to contract and relevant regulation) once the Company receives clearance from HMRC that the Company's business will qualify for the relevant tax reliefs in connection with the Additional VCT Placing. The Company will submit an application for clearance to HMRC shortly and it is anticipated by the Company that such clearance will be granted, should it be granted, within 2 - 3 months. Even if such clearance is granted, there can be no certainty that the Additional VCT Placing will occur. The Company will make further announcements as is appropriate.
Sean Smith, Chief Executive of Eden, said: "Eden and Sipcam have worked closely together and we have been pleased with the progress that Sipcam has made and the commercial traction that it achieved through the development and commercialisation of 3logyâ.
"Following the completion of a number of commercial agreements, as we announced earlier today, we believe that the investment by Sipcam aligns both parties' interests and will allow us to build on the momentum that the partnership has generated to date.
"In addition to the support provided by existing institutional investors, we are delighted to have Sipcam as a shareholder of Eden and believe that this investment, made by a significant and well respected leader in the agrochemicals industry, further validates Eden's technologies and products and will help us to achieve greater success and stature."
Nadia Gagliardini, President of Sipcam, said: "Since we started our collaboration with Eden we have believed that their technology has excellent potential and that the fit between Sipcam and Eden's expertise is highly complimentary. Sipcam is well recognised for its technical expertise and marketing capabilities, with a strong presence in key agricultural markets, while Eden's technology has proven to be very effective and to hold tremendous potential. The technology Eden has developed, along with the strength of Eden's management team, convinced Sipcam's Board to invest in the future of Eden, becoming a shareholder, with a long term perspective whilst contributing its expertise in the technical, marketing and industrial areas."
The Subscription Shares and the Placing Shares will rank pari passu in all respects with the Company's existing Ordinary Shares and will represent c.10.8% of the Company's enlarged issued share capital. Application has been made for the Subscription Shares and the Placing Shares to be admitted to AIM and it is expected that admission will take place on 5 July 2017 ("Admission").
Under the terms of its subscription for the Subscription Shares, Sipcam has been granted the right to appoint a director to the board of the Company for as long as it retains a minimum interest of seven and a half (7.5) per cent. of the issued share capital of the Company. The Parties have also signed a lock-in agreement which prevents Sipcam from selling its Placing Shares for a period of three years.
Following Admission, the Company's total issued and voting share capital will comprise 207,064,337 Ordinary Shares. This figure may be used by shareholders 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, securities of the Company.
Eden Research plc |
www.edenresearch.com |
Sean Smith, Chief Executive Officer |
Tel: 01285 359 555 |
Alex Abrey, Chief Financial Officer |
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Shore Capital and Corporate Limited |
www.shorecap.com |
Stephane Auton/Patrick Castle |
Tel: 020 7408 4090 |
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Walbrook PR Ltd |
Tel: 020 7933 8780 or [email protected] |
Paul McManus |
Mob: 07980 541 893 |
Lianne Cawthorne |
Mob: 07584 391 303 |
Notes:
Eden Research is a technology development and commercialisation company with intellectual property and expertise in encapsulation, terpenes and environmentally friendly technologies to provide naturally occurring solutions for the global agrochemicals, animal health, and consumer product industries.
Eden's encapsulation technology harnesses the biocidal efficacy of naturally occurring chemicals produced by plants (terpenes) and can also be used with both natural and synthetic compounds to enhance their performance and ease-of-use. The technology uses yeast cells that are a by-product of numerous commercial production processes to deliver a slow release of natural compounds for agricultural and non-agricultural uses. Terpenes are already widely used in the food flavouring, cosmetics and pharmaceutical industries.
Historically, terpenes have had limited commercial use in the agrochemical sector due to their volatility, phytotoxicity and poor solubility. Eden's platform encapsulation technology provides a unique, environmentally friendly solution to these problems and enables terpenes to be used as effective, low-risk agrochemicals.
The Company is developing these technologies through innovative research and a series of commercial production, marketing and distribution partnerships.
The Company has a number of patents and a pipeline of products at differing stages of development targeting specific areas of the global agrochemicals industry. To date, the Company has invested in the region of £12m in developing and protecting its intellectual property and seeking regulatory approval for products that rely upon the Company's technologies. Revenues earned by the Company have been modest whilst the Company has concentrated on securing patent protection for its intellectual property, gaining regulatory approvals, identifying suitable industrial partners, and entering into commercial agreements.
In May 2013, the three actives that comprise Eden's first commercial product, 3AEY, were approved as new ingredients for use in plant protection products. This represents a major milestone in the commercialisation of Eden's technology and is a significant accomplishment for any company. To illustrate this point, one should note that in all of 2013, Eden's approvals represented 3 of only 10 new active ingredients approved by the EC.
3AEY has been authorised for sale in Kenya, Malta, Greece, Bulgaria, Spain, Italy and France.
Eden was admitted to trading on AIM on 11 May 2012 and trades under the symbol EDEN.
For more information about Eden, please visit: www.edenresearch.com
Sipcam was founded in 1946 in Milan, by Dr. Emilio Gagliardini and Prof. Baldo Ciocca, as a company specialized in manufacturing and marketing mainly agrochemicals in Italy, expanding then its presence in key agricultural markets, leveraging on products sourced by its sister company Oxon and thanks to collaboration with Japanese R&D Companies lasting since 1970.
The SIPCAM OXON group is made up of two separate legal entities (Sipcam and Oxon), which refer to one property and to one management, working independently but acting in synergy sharing mission and vision.
Sipcam Oxon is committed to maintain its independence by integration of entrepreneurship and management skills.
The industrial presence consists of one chemical synthesis plant in Italy, three formulation plants in Italy, Spain and Brazil, one seed processing and treatment plant in Italy and two synthesis and formulation plants operated by Chinese Joint Ventures.
For more information about Sipcam, please visit http://www.sipcam-oxon.com/public/
