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.
Faron Pharmaceuticals Oy
("Faron" or the "Company")
Results of the Placing and Subscription
and Issue of Equity
Successful over-subscribed fundraising of £15.0 million through Placing and Subscription
TURKU - FINLAND, 21 February 2018 - Faron Pharmaceuticals Oy ("Faron") (AIM: FARN), the clinical stage biopharmaceutical company, is pleased to announce that, following the announcement on 16 February 2018, the proposed Placing and Subscription has been subscribed for in full, in satisfaction of the Placee Condition. Pursuant to the Placing and Subscription, the Company is raising approximately £15.0 million before expenses by way of the Placing of 1,729,350 Placing Shares and the Subscription of 134,000 Subscription Shares at the Issue Price of 805 pence per share. The Placing and Subscription have been supported by the participation of existing and new institutional shareholders. The Board of Directors of Faron has resolved on and approved the issuance of the Placing Shares and the Subscription Shares pursuant to the existing authorisation granted by shareholders at the Company's Annual General Meeting held on 16 May 2017.
The First Issue Shares, being 837,200 Placing Shares, including those to be issued to the VCT Investors and the EIS Investors, and 93,000 Subscription Shares, are expected to be registered with the Finnish Trade Register shortly. The First Issue Shares will, when registered, be credited as fully paid and will rank pari passu with the existing Ordinary Shares in issue in all respects, including the right to receive all dividends or other distributions declared, made or paid by the Company by reference to record dates falling after the date of registration of the First Issue Shares with the Finnish Trade Register.
Application has been made to the London Stock Exchange for admission to trading on AIM of the 930,200 First Issue Shares ("Admission"), and it is expected that Admission of the First Issue Shares will become effective and that dealings in the First Issue Shares will commence on or around 8:00 a.m. (GMT) on 23 February 2018.
Faron's enlarged issued number of shares immediately following registration and Admission of the First Issue Shares will be 30,094,744 Ordinary Shares with voting rights attached. The Company has no shares in Treasury; therefore upon, and subject to, registration, the total number of voting rights in Faron will be 30,094,744 (the "Enlarged Number of Shares and Votes"). This figure may be used by shareholders as the denominator for the calculations by which they will determine whether they are required to notify an interest in, or a change to their interest in, the Enlarged Number of Shares and Votes of the Company.
A further announcement will be made regarding the issuance, and application for Admission, of the Second Issue Shares (being the remaining Placing Shares and Subscription Shares to be issued pursuant to the Placing and Subscription) and the new total number of voting rights in Faron following such Admission in due course. It is expected that Admission of the Second Issue Shares will take place on or around 28 February 2018. The issue and allotment of the Second Issue Shares remains conditional upon, inter alia, Admission of the First Issue Shares taking place, the Issue Condition relating to the Second Issue Shares being satisfied and the Placing Agreement otherwise remaining in full force and no material breach of its terms having occurred.
Commenting on the successful Placing and Subscription, Dr Markku Jalkanen, CEO of Faron, said: "We are delighted by the level of investor enthusiasm we received during this financing round, based on both the potential of Traumakine as we advance towards commercialisation, and for our second wholly-owned asset Clevegen. This funding will allow us to accelerate preparations for the anticipated market launch of Traumakine and also expedite our clinical development activities for Clevegen. We would like thank our current investors for their continued support and welcome our new institutional investors to Faron."
The information contained within this announcement constitutes inside information stipulated under the Market Abuse Regulation (EU) No. 596/2014.
All capitalised terms in this announcement are made with reference to the announcement made by Faron at 7.00 a.m. (GMT) on 16 February 2018.
ENDS
For more information please contact:
Faron Pharmaceuticals Oy
Dr Markku Jalkanen, Chief Executive Officer
[email protected]
Consilium Strategic Communications
Mary-Jane Elliott, Philippa Gardner, Matthew Neal, Lindsey Neville
Phone: +44 203 709 5700
E-mail: [email protected]
Panmure Gordon (UK) Limited, Nomad and Broker
Freddy Crossley, Ryan McCarthy (Corporate Finance)
Tom Salvesen, Amy Sarra (Corporate Broking)
Phone: +44 207 886 2500
Westwicke Partners, IR (US)
Chris Brinzey
Phone: 01 339 970 2843
E-Mail: [email protected]
About Faron Pharmaceuticals Oy
Faron (AIM:FARN) is a clinical stage biopharmaceutical company developing novel treatments for medical conditions with significant unmet needs. The Company currently has a pipeline focusing on acute organ traumas, vascular damage and cancer immunotherapy. The Company's lead candidate Traumakine, to prevent vascular leakage and organ failures, could be the first ever drug for Acute Respiratory Distress Syndrome ("ARDS") undergoing Phase III clinical trials and in 2017 received advice from US FDA that it may proceed directly to BLA submission following successful completion of EU and Japanese Phase III studies. There is currently no approved pharmaceutical treatment for ARDS. An additional European Phase II Traumakine trial is underway for the Rupture of Abdominal Aorta Aneurysm ("RAAA"). Faron's second candidate Clevegen is a ground breaking pre-clinical anti-Clever-1 antibody. Clevegen has the ability to switch immune suppression to immune activation in various conditions, with potential across oncology, infectious disease and vaccine development. This novel macrophage-directed immuno-oncology switch called Tumour Immunity Enabling Technology ("TIET") may be used alone or in combination with other immune checkpoint molecules for the treatment of cancer patients. Faron is based in Turku, Finland. Further information is available at www.faron.com
Caution regarding forward looking statements
Certain statements in this announcement, are, or may be deemed to be, forward looking statements. Forward looking statements are identified by their use of terms and phrases such as ''believe'', ''could'', "should", "expect", ''envisage'', ''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', ''will'' or the negative of those, variations or comparable expressions, including references to assumptions. These forward looking statements are not based on historical facts but rather on the Directors' current expectations and assumptions regarding the Company's future growth, results of operations, performance, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, business prospects and opportunities. Such forward looking statements reflect the Directors' current beliefs and assumptions and are based on information currently available to the Directors.
A number of factors could cause actual results to differ materially from the results and expectations discussed in the forward looking statements, many of which are beyond the control of the Company. In particular, the outcome of clinical trials (including, but not limited to the Company's INTEREST trial) may not be favourable or clinical trials over and above those currently planned may be required before the Company is able to apply for marketing approval for a product. In addition, other factors which could cause actual results to differ materially include risks associated with vulnerability to general economic and business conditions, competition, environmental and other regulatory changes, actions by governmental authorities, the availability of capital markets, reliance on key personnel, uninsured and underinsured losses and other factors. Although any forward looking statements contained in this announcement are based upon what the Directors believe to be reasonable assumptions, the Company cannot assure investors that actual results will be consistent with such forward looking statements. Accordingly, readers are cautioned not to place undue reliance on forward looking statements. Subject to any continuing obligations under applicable law or any relevant AIM Rule requirements, in providing this information the Company does not undertake any obligation to publicly update or revise any of the forward looking statements or to advise of any change in events, conditions or circumstances on which any such statement is based.
