Stabilisation Notice

RNS Number : 2131C

Circassia Pharmaceuticals PLC

13 March 2014

 



NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA), AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT OR ANY COPY OF IT

CIRCASSIA PHARMACEUTICALS PLC

Stabilisation Notice

13 March 2014

J.P. Morgan Securities plc (contact: Manuel Esteve; telephone: [phone]) hereby gives notice that it may stabilise the offer of the following securities in accordance with Commission Regulation (EC) No. 2273/2003 implementing the Market Abuse Directive (2003/6/EC).

The securities:
Issuer:	Circassia Pharmaceuticals plc
Shares:	Ordinary Shares of 0.08 pence each (ISIN: GB00BJVD3B28)
Offering size:	67,419,356 Shares
Offer price:	310 pence per Share
Stabilisation:
Stabilising Manager:	J.P. Morgan Securities plc
Stabilisation period expected to start on:	13 March 2014
Stabilisation period expected to end no later than:	11 April 2014
Maximum size of over-allotment facility:	10,112,903 Shares
Greenshoe Option:
Terms:	The Issuer has granted to J.P. Morgan Securities plc, in its capacity as stabilising manager, the option to acquire up to an additional 10,112,903 Shares
Duration:	This option may be exercised by the Stabilising Manager in whole or in part on one or more occasions at any time from 13 March 2014 to 11 April 2014

In connection with the offer of the above securities, the Stabilising Manager may over-allot the securities or effect transactions with a view to supporting, stabilising or maintaining the market price of the securities at a level which might not otherwise prevail in the open market. However, there is no assurance that the Stabilising Manager will take any stabilisation action and any stabilisation action, if begun, may be ended at any time without prior notice.

This announcement is for information purposes only and does not constitute an invitation or offer to underwrite, subscribe for or otherwise acquire or dispose of any securities of the Issuer in any jurisdiction.

This announcement is not for publication, distribution or release, in whole or in part, directly or indirectly, in or into the United States of America (including its territories and possessions, any state of the United States of America and the District of Columbia) (the "United States"), Australia, Canada, Japan or any other jurisdiction where distribution would be unlawful. This announcement does not constitute, or form part of, an offer to sell, or a solicitation of an offer to purchase, any securities in the United States, Australia, Canada, Japan or any other jurisdiction where such an offer would be unlawful.

The securities of the Issuer have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The securities referred to herein have not been registered under the applicable securities laws of Australia, Canada or Japan and, subject to certain exceptions, may not be offered or sold within Australia, Canada or Japan or to any national, resident or citizen of Australia, Canada or Japan. The distribution of this announcement in other jurisdictions may be restricted by law and persons into whose possession this announcement comes should inform themselves about, and observe such restrictions.

In addition, if and to the extent that this announcement is communicated in, or the offer of the securities to which it relates is made in, any EEA Member State that has implemented Directive 2003/71/EC (together with any applicable implementing measures in any Member State, the "Prospectus Directive") before the publication of a prospectus in relation to the securities which has been approved by the competent authority in that Member State in accordance with the Prospectus Directive (or which has been approved by a competent authority in another Member State and notified to the competent authority in that Member State in accordance with the Prospectus Directive), this announcement and the offer are only addressed to and directed at persons in that Member State who are "qualified investors" within the meaning of the Prospectus Directive (or who are other persons to whom the offer may lawfully be made) and must not be acted on or relied on by other persons in that Member State.

 

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