Equity fundraise of £3.25 million
Avacta raised £3.25m through placing of 10.8m shares at 30p to pay convertible bond quarterly repayment.
- Gross proceeds £3.25 million
- Net proceeds approximately £3.1 million
- Issue price per share 30 pence
- Placing shares 10,833,333
- Discount to closing mid-market price approximately 7.7%
- Enlarged issued share capital 404,548,875 Ordinary Shares
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LONDON and PHILADELPHIA - 17 July 2025 - Avacta (AIM: AVCT), a life sciences company developing innovative, targeted oncology drugs, is pleased to announce that it has raised gross proceeds of £3.25 million from long term, high net worth investors introduced by Zeus Capital Limited by way of a conditional placing of 10,833,333 new ordinary shares of 10 pence each in the Company (the "Placing Shares") at a price of 30 pence per share (the "Issue Price"), together (the "Placing").
The net proceeds of approximately £3.1 million from the Placing will effectively be used to settle the July quarterly repayment of the unsecured convertible bond which is due to be paid on 21 July 2025.
The Issue Price of the Placing Shares represents a lower level of dilution to Avacta's shareholders than would have been the case through the share-based payment route under the terms of the bond.
Application has been made to the London Stock Exchange for the admission to trading on AIM of the 10,833,333 Placing Shares resulting from the Placing, which is expected to occur at or around 8.00 am on 24 July 2025 ("Admission"). The Placing Shares will rank pari passu with the existing ordinary shares of 10 pence each ("Ordinary Shares") of the Company.
Following Admission, the Company's enlarged issued share capital will be 404,548,875 Ordinary Shares. This figure 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 Financial Conduct Authority's Disclosure Guidance and Transparency Rules.
Christina Coughin, CEO of Avacta commented:
| "This placing for July's convertible bond repayment presents us with greater funding solution optionality, as we enter a pivotal period commercially with multiple catalysts over the coming months. I am very confident our strengthened Board and management team will ensure we are well positioned to capitalize on the multiple opportunities our pre | CISION® technology is enabling" |
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Further details of the Placing can be found below.
Background to the fundraise
The Placing has been conducted by Zeus Capital Limited ("Zeus") as sole bookrunner and Turner Pope Investments (TPI) Limited ("Turner Pope") as placing agent (the "Placing Agent").
The Placing
The Placing comprises the issue of 10,833,333 Placing Shares at the Issue Price to conditionally raise approximately £3.25 million before expenses for the Company.
The Placing Shares will represent approximately 2.7 per cent of the enlarged share capital of the Company (as enlarged by the Placing Shares) and will rank pari passu with the existing Ordinary Shares.
The Company, Zeus and Turner Pope have entered into a placing agreement (the "Placing Agreement"). Pursuant to the terms of the Placing Agreement, Zeus and Turner Pope, as agents for the Company, have conditionally agreed to use their reasonable endeavors to procure subscribers for the Placing Shares. Zeus and Turner Pope have conditionally placed the Placing Shares with certain investors at the Issue Price.
The Placing Agreement contains certain warranties and indemnities from the Company in favor of Zeus and Turner Pope. The Placing is not being underwritten by Zeus, Turner Pope nor any other person.
The Placing is conditional upon, amongst other things, the Placing Agreement not having been terminated in accordance with its terms and Admission becoming effective.
Conditions relating to the Placing
The Placing is conditional, inter alia, upon:
- Admission becoming effective by no later than 8.00 a.m. on 24 July 2025 (or such later time and/or date as the Company and Zeus may agree (being not later than 8.00 a.m. on 31 July 2025).
Accordingly, if such conditions are not satisfied or, if applicable, waived, the Placing will not proceed.
Issue Price
The Issue Price represents a discount of approximately 7.7 per cent. against the closing mid-market price of 32.5 pence per share on 16 July 2025, being the last practicable date prior to the announcement of the Placing.
Related Party Transaction
Richard Hughes, a Director of the Company, is an associate of Zeus as defined under the AIM Rules. Zeus is therefore a related party of the Company pursuant to the AIM Rules and the payment of a 5 per cent. commission on the value of the Placing Shares placed by Zeus, being £94,500, ("the Zeus Commission") pursuant to the terms of the Placing Agreement is deemed a related party transaction. The Directors (other than Richard Hughes who is an associate of Zeus Capital) consider, having consulted with the Company's nominated adviser Peel Hunt, that the Zeus Commission is fair and reasonable insofar as Shareholders are concerned.
Notes:
References to times in this Announcement are to London time unless otherwise stated.
The times and dates set out in the expected timetable of principal events above and mentioned throughout this Announcement may be adjusted by the Company in which event the Company will make an appropriate announcement to a Regulatory Information Service giving details of any revised dates and the details of the new times and dates will be notified to the London Stock Exchange and, where appropriate, Shareholders. Shareholders may not receive any further written communication.
Information to Distributors
UK Product Governance Requirements
Solely for the purposes of the Product Governance requirements contained within Chapter 3 of the FCA Handbook Product Intervention and Product Governance Sourcebook (the "UK Product Governance Requirements") and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the UK Product Governance Requirements) may otherwise have with respect thereto, the new Ordinary Shares have been subject to a product approval process, which has determined that the new Ordinary Shares are: (i) compatible with an end target market of investors who meet the criteria of professional clients and eligible counterparties, each as defined in the FCA Handbook Conduct of Business Sourcebook; and (ii) eligible for distribution through all distribution channels as are permitted by UK Product Governance Requirements (the "UK Target Market Assessment"). Notwithstanding the UK Target Market Assessment, distributors should note that: the price of the new Ordinary Shares may decline and investors could lose all or part of their investment; the new Ordinary Shares offer no guaranteed income and no capital protection; and an investment in the new Ordinary Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom.
For the avoidance of doubt, the UK Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of Chapters 9A or 10A, respectively, of the FCA Handbook Conduct of Business Sourcebook; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to, the new Ordinary Shares.
EU Product Governance Requirements
1. Solely for the purposes of the product governance requirements contained within (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"), (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II and (c) local implementing measures (together the "EU Product Governance Requirements") and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the EU Product Governance Requirements) may otherwise have with respect thereto, the new Ordinary Shares have been subject to product approval process, which has determined that the new Ordinary Shares are: (i) compatible with an end target market of (a) investors who meet the criteria of professional clients and (b) eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by EU Product Governance Requirements (the "EU Target Market Assessment"). Notwithstanding the EU Target Market Assessment, distributors should note that: the price of the new Ordinary Shares may decline and investors could lose all or part of their investment; the new Ordinary Shares offer no guaranteed income and no capital protection; and an investment in the new Ordinary Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom.
- The EU Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Placing. Furthermore, it is noted that, notwithstanding the EU Target Market Assessment, Zeus will only procure investors who meet the criteria of professional clients and eligible counterparties.
- Each distributor is responsible for undertaking its own target market assessment in respect of the new Ordinary Shares and determining appropriate distribution channels.
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