Result of Fundraise, Restoration of Trading & TVR
Ondine Biomedical Inc. has successfully completed a placing and subscription, raising £10 million (C$18.88 million) through the issuance of 100,000,000 new common shares at 10p per share, with trading expected to resume today. The Chief Executive Officer, Carolyn Cross, subscribed for £1.06 million (C$2 million) worth of shares, and other directors collectively subscribed for approximately £0.11 million (c.C$0.22 million) by applying amounts owed to them. The net proceeds are intended to fund commercial traction, international growth, and regulatory activities, providing a cash runway into early 2028. Following admission, the company's total issued share capital will be 661,218,135 common shares.
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All references to C$ in this announcement ("Announcement") are to Canadian Dollars. This Announcement uses a £:C$ exchange rate of 1: 1.8880.
Capitalised terms used in this announcement have the meanings given to them in the Launch Announcement (as defined below) unless the context provides otherwise.
Ondine Biomedical Inc. ("Ondine" or the "Company")
Result of Placing and Subscription, Restoration of Trading & TVR
Ondine Biomedical Inc. (AIM: OBI), a leader in light-activated antimicrobial therapies for the prevention and treatment of hospital infections, announces the result of the Placing and Subscription announced on 19 October 2026 (the "Launch Announcement").
The Company confirms total gross proceeds from the Placing and the Subscription are £10 million (C$18.88 million). The Fundraising received extensive support from existing shareholders. Pursuant to the Placing and Subscription, the Company will issue 100,000,000 new Common Shares at 10p per share.
Restoration of Trading
Following the release of this Announcement, the Capital Access Window will close and trading in the Common Shares on AIM is expected to be restored at 7.30 a.m. today.
Director Participation
As described in the Launch Announcement, Carolyn Cross, Chief Executive Officer of the Company, has subscribed for, 10,593,220 Subscription Shares for cash, raising gross proceeds of approximately £1.06 million (C$2 million) for the Company.
In addition, the other Directors of the Company have subscribed for, in aggregate, 1,141,464 Subscription Shares at the Issue Price through the application of amounts owed to them by the Company, totalling approximately £0.11 million (c.C$0.22 million), representing approximately 1.14 per cent of the New Common Shares, to be issued pursuant to the Placing and Subscription.
The number of Subscription Shares, for which Directors have subscribed for, and their resulting shareholdings following Admission, are set out below:
| Director | Number of Subscription Shares subscribed for in the Subscription | Total Number of Common Shares held on Admission | % of issued share capital as enlarged by the completed Placing and Subscription |
|---|---|---|---|
| Carolyn Cross 1 | 10,593,220 | 168,527,191 | 25.49 |
| Nicolas Loebel 2 | 561,911 | 4,459,324 | 0.67 |
| Junaid Bajwa 2 | 177,934 | 1,645,299 | 0.25 |
| Jean Duvall 2 | 170,815 | 1,608,873 | 0.24 |
| Margaret Shaw 2 | 145,656 | 577,805 | 0.09 |
| Jean Charest 2 | 85,148 | 438,504 | 0.07 |
1 Existing beneficial holding includes 120,161,319 Common Shares held by Carolyn Cross, including via holdings in 100% owned companies, and 37,772,652 Common Shares held by Robert Cross, husband of Carolyn Cross. Following Admission, these holdings will be 130,754,539 and 37,772,652 Common Shares, respectively.
2 Directors subscribing in lieu of remuneration due.
Use of Proceeds
The net proceeds of the Fundraising are intended to be allocated as detailed in the Launch Announcement and are expected to provide the Company with a cash runway into early 2028.
Carolyn Cross, CEO of Ondine, commented:
"We would like to thank our existing shareholders and new investors for their continued confidence and support in Ondine. This £10 million fundraise positions the Company to accelerate commercial traction and international growth through targeted expansion of our sales and business development capabilities, while advancing the regulatory, manufacturing and submission activities required for our planned NDA submission in mid-2027. The funding is expected to provide a cash runway through to early 2028, providing a strong platform to execute our strategy and bring Steriwave to patients in markets with significant unmet need."
Admission, Settlement and Dealings
Admission of a total of 100,000,000 new Common Shares is expected to take place on or around 8.00 a.m. on 23 October 2026 with dealings on AIM in the new Common Shares commencing at the same time.
The Placing Shares and Subscription Shares when issued, will be fully paid and will rank pari passu in all respects with the Company issued existing Common Shares, including the right to receive all dividends and other distributions declared, made or paid after the date of issue.
Total Voting Rights
Following Admission, the Company's issued and fully paid share capital will consist of 661,218,135 Common Shares, all of which carry one voting right per share. The Company does not hold any Common Shares in treasury. Therefore, the total number of Common Shares and voting rights in the Company at this date will be 661,218,135 Common Shares.
The persons responsible for arranging the release of this Announcement on behalf of Ondine are Carolyn Cross, Chief Executive Officer and Nicolas Loebel, President and Chief Technical Officer of Ondine.
| a) | Position/status | 1. Chief Executive Officer 2. President and Chief Technology Officer 3. Non-Executive Director 4. Senior Non-Executive Director 5. Non-Executive Director 6. Non-Executive Chair |
| b) | Initial notification /Amendment | Initial notification |
| a) | Name | Ondine Biomedical Inc. |
| b) | LEI | 9845005B69E07CGF4A56 |
| a) | Description of the financial instrument, type of instrument Identification code | Common Shares ISIN: CA68234M2058 |
| b) | Nature of the transaction | Subscription for New Common Shares |
| c) | Price(s) and volume(s) | |
| Price(s) | Volume(s) | |
| 10p | 1. 10,593,220 2. 561,911 3. 177,934 4. 170,815 5. 145,656 6. 85,148 | |
| d) | Aggregated information | 11,734,684 New Common Shares |
| e) | Date of the transaction | 20 October 2026 |
| f) | Place of the transaction | London Stock Exchange |
About Ondine Biomedical Inc.
U.S. Regulatory Status
UK Product Governance Requirements
EU Product Governance Requirements
Solely for the purposes of Article 9(8) of Commission Delegated Directive 2017/593 (the "Delegated Directive") regarding the responsibilities of Manufacturers under the Product Governance requirements contained within: (a) Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of the Delegated Directive; and (c) local implementing measures (the "MiFID II Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise which any "manufacturer" (for the purposes of the MiFID II 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 as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, Distributors (as defined within the MiFID II 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 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 the requirements of any contractual, legal or regulatory selling restrictions in relation to the proposed Placing. Furthermore, it is noted that, notwithstanding the Target Market Assessment, the Bookrunner will only procure investors who meet the criteria of professional clients and eligible counterparties. For the avoidance of doubt, the Target Market Assessment does not constitute:
- an assessment of suitability of appropriateness for the purposes of MiFID II; or
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