Schedule One Update - Poolbeg Pharma plc | RNS | Ticker

Schedule One Update - Poolbeg Pharma plc

RNS Announcement

RNS Number : 1340F

AIM

14 July 2021

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:

Poolbeg Pharma plc ("Poolbeg Pharma")

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

Queen Mary Bioenterprises Innovation Centre

42 New Road

London

E1 2AX

COUNTRY OF INCORPORATION:

England and Wales

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

www.poolbegpharma.com (from Admission)

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:

Poolbeg Pharma is a clinical stage infectious disease pharmaceutical company, with a capital light clinical model which the Directors believe enables it to develop multiple products faster and more cost effectively than the traditional biotech model. Poolbeg Pharma has aspirations to become a "one-stop shop" for Big Pharma seeking mid-stage products to license or acquire.

Incorporated in March 2021, and headquartered in London, Poolbeg Pharma is targeting the growing infectious disease market. In the wake of the COVID-19 pandemic, infectious disease has become one of the fastest growing and exciting markets with expected market value of $250bn by 2025.

Poolbeg Pharma was formed following a strategic decision by Open Orphan plc to demerge certain development assets from its core services led business, centred around vaccine and antiviral testing using human challenge clinical trials. Poolbeg Pharma is led by a team with proven capabilities in identifying, acquiring and accelerating assets through development to commercialisation. With access to knowledge, experience and clinical data from over 20 years of Influenza, RSV, HRV and SARS-CoV-2 human challenge trials, Poolbeg Pharma is using these insights to acquire new assets as well as reposition clinical stage products, reducing spend and risk. It already has a Phase II ready repositioned small molecule immunomodulator for severe influenza and a portfolio of other exciting assets focused on treating and preventing infectious diseases. The Company plans to broaden this portfolio further in the next 12 months and is in active discussions with AI data analysis platforms to help accelerate the power of its data and biobank.

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):

Number of ordinary shares of 0.02 pence each in nominal value ("Ordinary Shares") for which Admission will be sought: 500,000,000

Issue price per Ordinary Share: 10p

There are no restrictions as to transfer of Ordinary Shares

No Ordinary Shares will be held in treasury on Admission

CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

Capital to be raised on Admission: £25 million

Anticipated market capitalisation on admission: £50 million

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

Approximately 51 per cent.

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:

None

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):

Cathal Martin Friel - Non-Executive Chairman

Jeremiah (Jeremy) Paschal Skillington - Chief Executive Officer

Ian Richard O'Connell - Chief Financial Officer

Patrick Joseph Ashe - Independent Non-Executive Director

Luke Anthony O'Neill - Independent Non-Executive Director

Edward (Eddie) James Gibson - Independent Non-Executive Director

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):

Investor	Pre Admission		Post Admission
	Shares	%	Shares	%
Cathal Friel	31,389,757*	12.56%	36,389,757*	7.28%
Schroder Investment Management	-	-	22,500,000	4.50%
Ian O'Connell	8,326,839*	3.33%	8,326,839*	1.67%

* includes the shares received via the distribution of specie of Poolbeg shares to Open Orphan shareholders pro-rata to their shareholdings in Open Orphan

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

None

(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) 31 December

(ii) 18 June 2021 (Pro forma)

(iii) 30 April 2022 (audited results for the period from incorporation on 19 March 2021 to 31 December 2021);

30 September 2022 (6 month unaudited results to 30 June 2022);

30 June 2023 (12 month audited results to 31 December 2022);

EXPECTED ADMISSION DATE:

19 July 2021

NAME AND ADDRESS OF NOMINATED ADVISER:

finnCap Ltd

1 Bartholomew Close

London

EC1A 7BL

NAME AND ADDRESS OF BROKER:

finnCap Ltd

1 Bartholomew Close

London

EC1A 7BL

Arden Partners PLC

125 Old Broad Street

London

EC2N 1AR

J&E Davy

Davy House

49 Dawson Street

Dublin 2

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:

Electronic copies of the Admission Document will be available from the Company's website from Admission. The Admission Document will contain full details about the applicant and the admission of its securities.

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

QCA Corporate Governance Code

DATE OF NOTIFICATION:

14 July 2021

NEW/ UPDATE:

UPDATE

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END

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RNS metadata

Title: Schedule One Update - Poolbeg Pharma plc
Time: 08:00:03
Date: 14 Jul 2021
Category: Capital structure
ID: 1340F