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, SINGAPORE, HONG KONG OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
Faron Pharmaceuticals Oy
Result of Placing and Issue Price
Capitalised terms used in this announcement have the meanings given to them in the announcement made at 4.45 p.m. BST/ 6.45 p.m. EEST on 21 April 2020 regarding the proposed placing of new ordinary shares in the Company (the "Launch Notice"), unless the context provides otherwise.
Company announcement, 22 April 2020 at 7.00 a.m. BST/ 9.00 a.m. EEST
TURKU - FINLAND- Faron Pharmaceuticals Oy ("Faron" or the "Company") (First North: FARON, AIM: FARN), the clinical stage biopharmaceutical company, is pleased to announce that further to the Launch Notice, both the Nordic Bookbuild and the UK Bookbuild are now closed. The Placing was significantly oversubscribed and comprises the issue of 2,719,002 Nordic Placing Shares at the Nordic Issue Price of €4.00 per Nordic Placing Share (representing a discount of 7.6 per cent. to the closing price of €4.33 per existing ordinary share on 21 April 2020 on Nasdaq First North) and up to 780,998 UK Placing Shares at the equivalent UK Issue Price of £3.48 per UK Placing Share. Subject to all conditions being met, the aggregate gross proceeds of the Placing will be up to €14 million (£12.18 million) before expenses.
Binding commitments have been received for the Nordic Placing, however, as set out in the Launch Notice, the UK Placing remains subject to, inter alia, legally binding commitments being received ("UK Placee Condition"). A further announcement will be made when the UK Placee Condition has been met, expected to be on or before 23 April 2020. Both the Nordic Placing and the UK Placing remain subject to, inter alia, the Placing Shares being issued and being registered at the Finnish Trade Register ("Registration").
The Placing Shares will confer a right to dividends and other shareholder rights from their Registration. Registration is expected to occur in tranches as follows:
· 1,892,763 Placing Shares (comprising the "First Issue Shares") are expected to be issued and registered on or about 23 April 2020;
· 950,000 Placing Shares (comprising the "Second Issue Shares") are expected to be issued and registered on or about 24 April 2020; and
· 657,237 Placing Shares and, to the extent that the Broker Option is exercised, any Option Shares to be issued (comprising the "Third Issue Shares") are expected to be issued and registered on or about 28 April 2020.
Following Registration of each tranche of shares as above, the new Ordinary Shares will subsequently be entered in the book-entry system maintained by Euroclear Finland Oy and registered in the book-entry accounts of each investor.
Applications will be made to the Nasdaq Helsinki Ltd and London Stock Exchange for admission to Nasdaq First North Growth Market Finland and AIM, respectively, of the Placing Shares. Subject to all conditions being met, First Admission is expected to occur on or around 8.00 a.m. BST/ 10.00 a.m. EEST on 24 April 2020, Second Admission is expected to occur on or around 8.00 a.m. BST/ 10.00 a.m. EEST on 27 April 2020 and Third Admission, is expected to occur on or around 8.00 a.m. BST/ 10.00 a.m. EEST on 29 April 2020.
As announced in the Launch Notice, the Broker Option will remain exercisable to approximately 1.00 p.m. BST/ 3.00 p.m. EEST later today. Owing to the Placing being significantly oversubscribed, the Broker Option has been reduced to up to 435,500 new Ordinary Shares, being the remaining balance of the Company's existing share authorities. To the extent that the Broker Option is exercised, Option Shares issued pursuant to the Broker Option will be issued at the UK Issue Price. The Broker Option is subject to the same terms and conditions as the UK Placing as detailed in the Launch Notice. In the event that the Broker Option is exercised a further announcement will be made once the UK Placee Condition in respect of the Option Shares is met.
Commenting on the successful Placing, Dr Markku Jalkanen, CEO of Faron, said: "We are extremely happy with the support we have received from existing and new shareholders on this oversubscribed fundraising. With these additional resources we can expand MATINS cancer cohorts into all nine cancer areas as advised by the trial data monitoring committee recently. With initial clinical benefit already observed among the Part I patients, we are very excited to move to Part II patient recruitment."
Unless otherwise specified, this notice contains certain translations of euros into amounts in pounds sterling for the convenience of the reader based on the exchange rate of €1 = £0.87, being the published exchange rate by the European Central Bank at the close of business on 20 April 2020 (the latest practicable date prior to the date of the Launch Notice) rounded to 2 decimal places.
The information contained within this notice constitutes inside information stipulated under the Market Abuse Regulation (EU) No. 596/2014.
For more information please contact:
Faron Pharmaceuticals Oy
Dr Markku Jalkanen, Chief Executive Officer
Carnegie Investment Bank AB, Financial Adviser
Mika Karikoski (Corporate Finance)
Phone: +358 9 6187 6959
Panmure Gordon (UK) Limited, Nomad and Broker
Emma Earl, Freddy Crossley (Corporate Finance)
James Stearns (Corporate Broking)
Phone: +44 207 886 2892
Consilium Strategic Communications
Phone: +44 (0)20 3709 5700
E-mail: [email protected]
Sisu Partners Oy, Certified Adviser on Nasdaq First North
Phone: +358 40 555 4727