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Proposed Secondary Placing of Ordinary Shares

In brief · summary, not quotable

Directors and co-founders selling not less than 14 million shares at 28p per share to institutional investors.

  • Placing shares not less than 14,000,000 ordinary shares
  • Placing price 28 pence per share
  • Shareholding released approximately 25% of selling shareholders' holdings
Full announcement

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hVIVO plc (AIM & Euronext: HVO), the world leader in testing infectious and respiratory disease products using human challenge clinical trials, announces that it has been informed by certain Directors of the Company of their intention to sell, in aggregate, not less than 14,000,000 ordinary shares of 0.1 pence each ("Ordinary Shares") in the capital of Company (the "Placing Shares"), representing approximately 25% of their current shareholding, at a price of 28 pence per Placing Share (the "Placing") in order to satisfy strong institutional demand.

Each of Raglan Road Capital Limited and Raglan Securities Limited (two investment vehicles of Cathal Friel, Co-Founder and Chairman), Pamela Iyer (Cathal Friel's spouse), Horizon Medical Technologies Limited (an investment vehicle controlled by Cathal Friel but of which neither he nor his spouse has any beneficial ownership) and Brendan Buckley (Co-Founder and Non-Executive Director) (together, the "Selling Shareholders"), intend to participate in the Placing as the selling shareholders.

Following a series of meetings with both new and existing institutional investors, it became apparent that demand for Ordinary Shares was in excess of those readily available for sale. The Selling Shareholders recognise the strategic importance to hVIVO of a strong and supportive institutional shareholder base, and have therefore decided to release a portion of their own holdings in order to help satisfy this demand.

Cavendish Capital Markets Limited ("Cavendish") and Peel Hunt LLP ("Peel Hunt") are acting as placing agents in relation to the Placing.

The sale of the Placing Shares will be effected by way of an accelerated bookbuild to institutional investors which will be launched immediately following this announcement (the "Bookbuild").

A further announcement noting the number of Placing Shares sold by and subsequent holdings of the Selling Shareholders will be made following completion of the Bookbuild.

The timing for the close of the Bookbuild and the distribution of allocations will be at the absolute discretion of Cavendish and Peel Hunt.

Information to Distributors

Solely for the purposes of the product governance requirements of 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 Placing Shares have been subject to a product approval process, which has determined that the Placing Shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each defined in paragraph 3 of the FCA Handbook Conduct of Business Sourcebook; and (ii) eligible for distribution through all permitted distribution channels (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, "distributors" (for the purposes of the UK Product Governance Requirements) should note that: the price of the Placing Shares may decline and investors could lose all or part of their investment; the Placing Shares offer no guaranteed income and no capital protection; and an investment in the Placing 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 Target Market Assessment is without prejudice to any contractual, legal or regulatory selling restrictions in relation to the Offer. Furthermore, it is noted that, notwithstanding the Target Market Assessment, Cavendish and Peel Hunt will only procure investors who meet the criteria of professional clients and eligible counterparties.

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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