Result of Placing and Subscription

IXICO plc

09 October 2024

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO OR WITHIN THE UNITED STATES, AUSTRALIA, NEW ZEALAND, CANADA, SOUTH AFRICA OR JAPAN, OR ANY MEMBER STATE OF THE EEA, OR ANY OTHER JURISDICTION WHERE, OR TO ANY OTHER PERSON TO WHOM, TO DO SO MIGHT CONSTITUTE A VIOLATION OR BREACH OF ANY APPLICABLE LAW OR REGULATION. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET ABUSE REGULATION (EU) 596/2014 WHICH FORMS PART OF UK LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("UK MAR").

9 October 2024

IXICO PLC

("IXICO" or the "Company")

Result of Placing and Subscription

Further to the announcement made on 8 October 2024 regarding a proposed placing, subscription and retail offer (the "Launch Announcement"), IXICO plc (AIM: IXI) is pleased to announce that it has conditionally raised gross proceeds of £4.0 million (before expenses) under the Placing and Subscription, at the Issue Price of 9.5 pence per share.

The Issue Price of 9.5 pence represents a premium of 5.6 per cent. to the closing middle market price of 9.0 pence per Ordinary Share on 7 October 2024, being the last business day prior to the announcement of the Fundraising.

Cavendish Capital Markets Limited is acting as agent for and on behalf of the Company in respect of the Placing. The Placing was undertaken through an accelerated bookbuild process.

The Retail Offer was launched by way of a separate announcement at 4.40 p.m. on 8 October 2024. A further announcement will be made on 15 October 2024 announcing the result of the Retail Offer.

Related party transactions

British Growth Fund, Octopus Investments and Gresham House Asset Management are each substantial Shareholders in the Company (as defined in the AIM Rules) and have conditionally subscribed for 3,963,000, 10,627,000 and 11,071,000 New Ordinary Shares at the Issue Price respectively. The participation of British Growth Fund, Octopus Investments and Gresham House Asset Management each constitutes a related party transaction under Rule 13 of the AIM Rules.

The Directors, having consulted with the Company's Nominated Adviser, Cavendish Capital Markets Limited, consider that the terms of the participation in the Fundraising by British Growth Fund, Octopus Investments and Gresham House Asset Management are fair and reasonable insofar as the Company's Shareholders are concerned.

Furthermore, certain of the Company's Directors (the "Subscribing Directors"), have subscribed for an aggregate of 789,472 New Ordinary Shares at the Issue Price as part of the Subscription, as follows:

Name	Number of New Ordinary Shares conditionally acquired by relevant person
Bram Goorden	526,315
Grant Nash	105,263
Dipti Amin	105,263
Katherine Rogers	52,631

The participation of the Subscribing Directors each constitutes related party transactions under Rule 13 of the AIM Rules.

Accordingly, Mark Warne as independent director, having consulted with the Company's Nominated Adviser, Cavendish Capital Markets Limited, considers that the terms of the participation in the Fundraising by the Subscribing Directors are fair and reasonable insofar as the Company's Shareholders are concerned.

Subscription Agreements

The Company has entered into a subscription agreement with each Subscribing Director in relation to their participation in the Subscription.

The terms and conditions of each subscription agreement provide that each subscriber's investment is made at the Issue Price and will complete at the same time as the Placing, conditional on Admission and the approval of Shareholders of Resolutions 1 and 3 at the General Meeting.

General Meeting

The Fundraising and the issue of the New Ordinary Shares are conditional upon, among other things, Resolutions 1 and 3 being duly passed by Shareholders at the General Meeting.

The Circular, containing further details of the Fundraising and notice of the General Meeting to be held on or around 11.00 a.m. on 25 October 2024 to, inter alia, approve the resolutions required to implement the Fundraising, is expected to be published and despatched to Shareholders on 9 October 2024. Following its publication, the Shareholder Circular will be available on the Group's website https://ixico.com/investors.

Admission, Settlement and Dealings

Application will be made to the London Stock Exchange for admission of the New Ordinary Shares to trading on AIM, being the market of that name operated by the London Stock Exchange.

It is expected that admission of the New Ordinary Shares will take place on or around 8.00 a.m. on 28 October 2024 and that dealings in the New Ordinary Shares on AIM will commence at the same time.

In addition to the passing of Resolutions 1 and 3 at the General Meeting, the Placing and Subscription, are conditional upon, inter alia, Admission becoming effective. The Placing is not subject to clawback under the Retail Offer.

Following Admission of the Placing Shares and the Subscription Shares and assuming the full take up of the Retail Offer, the Company will have 93,088,215 Ordinary Shares in issue. The New Ordinary Shares will, when issued, be fully paid and will rank pari passu in all respects with the Existing Ordinary Shares, including the right to receive all dividends and other distributions declared, made or paid after the date of issue.

A further announcement will be made in relation to total voting rights in the Company's share capital following the issue of the New Ordinary Shares.

For the purposes of UK MAR, the person responsible for arranging release of this announcement on behalf of the Company is Bram Goorden, Chief Executive Officer.

Capitalised terms used in this announcement (this "Announcement") have the meanings given to them in the Launch Announcement, unless the context provides otherwise.

This announcement should be read in conjunction with the full text of the Circular to be posted to Shareholders on 9 October 2024, a copy of which shall be available on the Company's website at https://ixico.com/investors.

For further information please contact:

IXICO plc	[phone]
Bram Goorden, Chief Executive Officer Grant Nash, Chief Financial Officer
Cavendish Capital Markets Limited  (Nominated adviser and sole broker)	[phone]
Giles Balleny / Dan Hodkinson (Corporate Finance)
Nigel Birks (Life Sciences Specialist Sales)                                                                                                           Harriet Ward (Corporate Broking) Michael F Johnson / Tamar Cranford Smith (Sales)

 

END