Issue of shares and PDMR

RNS Number : 2237M

Ergomed plc

26 April 2018

 

PRESS RELEASE

   FOR IMMEDIATE RELEASE

26 APRIL 2018

Ergomed Issues Second Earn-Out Shares to Former Shareholders of PharmInvent and PDMR Dealing

London, UK - 26 April 2018: Ergomed plc (LSE: ERGO) ('Ergomed') or the 'Company'), a company dedicated to the provision of specialised services to the pharmaceutical industry, today announces that the conditions for the issue of 100,818 additional new ordinary shares of 1p each in the Company to former shareholders of European Pharminvent Services s.r.o. ("Pharminvent") have been satisfied ("Second Earn-Out Shares").

Ergomed has approved the allotment and issue of the Second Earn-Out Shares as part of the contingent consideration for the acquisition of Pharminvent, announced on 29 November 2016. Under the terms of this deal, Ergomed acquired 100 per cent of the issued share capital of Pharminvent for an initial consideration of €4.8 million (£4.1 million), with contingent consideration based on the achievement of EBITDA targets for 2016, 2017 and 2018 of up to an aggregate further €3.2 million (£2.7 million). The initial and contingent consideration (earn-out) are both satisfied 80% in cash and 20% in new Ergomed ordinary shares.

In connection with the Second Earn-Out Shares, Dr Jan Petracek, Chief Operating Officer of the Company, will receive 50,409 new ordinary shares at a price of 187.25 pence per share. Following the issue of the Second Earn-Out Shares, Jan Petracek will hold 418,006 ordinary shares in the Company (representing 0.93 per cent. of the Company's issued share capital).

An application has been made for the admission to trading on AIM of the Second Earn Out Shares ("Admission"). Admission is expected to take place on 1 May 2018. The Second Earn Out Shares will rank pari passu in all respects with Ergomed's existing shares in issue. Following Admission, the Company's enlarged issue share capital will comprise 44,811,602 Ordinary Shares with one voting right per share. No shares are held in Treasury. The total number of voting rights in the Company is therefore 44,811,602. The figure of 44,811,602 ordinary shares may be used by shareholders in the Company 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, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

The notification below, made in accordance with the requirements of the EU Market Abuse Regulation, provides further detail.

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.

Ends

1	Details of the person discharging managerial responsibilities/person closely associated
a)	Name	Dr Jan Petracek
2	Reason for the notification
a)	Position/status	Chief Operating Officer
b)	Initial notification /Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Ergomed Plc
b)	Legal Entity Identifier	213800BVS8I9VMC1AP84
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Ordinary shares of 1 pence each  GB00BN7ZCY67
b)	Nature of the transaction	Acquisition of shares
c)	Currency	GBP
d)	Price(s) and volume(s)	Price(s)	Volume(s)
		187.25p	50,409
e)	Aggregated information - Aggregated volume - Price - Aggregated total	Volume: 50,409 Price: 187.25p Aggregated volume: £94,390.85
f)	Date of the transaction	Admission of the shares expected on 1 May 2018
g)	Place of the transaction	London Stock Exchange, AIM

Enquiries:

Ergomed plc		Tel: [phone]
Stephen Stamp (Chief Executive Officer)
Numis Securities Limited		Tel: [phone]
Michael Meade / Freddie Barnfield (Nominated Adviser)
James Black (Joint Broker)
N+1 Singer		Tel: [phone]
Alex Price (Joint Broker)
Consilium Strategic Communications - for UK enquiries		Tel: [phone]
Chris Gardner / Mary-Jane Elliott Ivar Milligan / Philippa Gardner
MC Services - for Continental European enquiries		Tel: [phone]
Anne Hennecke

About Ergomed

Ergomed provides specialist services to the pharmaceutical industry and develops drugs both wholly-owned and through partnerships. Ergomed's fast-growing, profitable service offering spans all phases of clinical development and post-approval pharmacovigilance and medical information. Drawing on more than 20 years of expertise in drug development, Ergomed is also building a growing portfolio of drug development partnerships and programmes, including wholly-owned proprietary products for the treatment of surgical bleeding. For further information, visit: http://ergomedplc.com

 

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