£840,000 Fundraise and Retail Offer
Proteome Sciences plc has successfully raised £840,000 through the issuance of 48,000,000 ordinary shares at 1.75 pence per share, with an additional retail offer planned to raise up to £60,000. These proceeds will fund advancements in TMT tag plexing, the launch of new DXT tags, the introduction of novel chemoproteomic workflows, a DXT license conclusion, expansion of staff and mass spectrometry capacity in San Diego, and general working capital. The company also announced a variation to the loan facility conversion price for its Executive Chairman, increasing the minimum conversion price from one penny to four pence per ordinary share.
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This Announcement does not constitute a prospectus or offering memorandum or an offer in respect of any securities and is not intended to provide the basis for any investment decision in respect of Proteome Sciences plc or other evaluation of any securities of Proteome Sciences plc or any other entity and should not be considered as a recommendation that any investor should subscribe for or purchase any such securities.
Proteome Sciences plc
("Proteome Sciences" or the "Company")
£840,000 Fundraise and Retail Offer
Proteome Sciences (AIM:PRM) is pleased to announce that it has successfully raised gross proceeds of £840,000 (the "Fundraise") through the issue of 48,000,000 ordinary shares of one penny each in the capital of the Company (the "Ordinary Shares") to new and existing investors (the "Fundraise Shares") at a price of 1.75 pence per Fundraise Share (the "Issue Price").
The Fundraise comprises: (i) a placing to new and existing institutional investors (the "Placing") of 29,428,572 Fundraise Shares; and (ii) subscriptions by Vulpes Life Science Fund, the Company's major shareholder, and Richard Dennis, the Company's Chief Commercial Officer, (the "Subscription") for 18,571,428 Fundraise Shares, each at the Issue Price.
The Fundraise Shares will represent approximately 14% of the Company's enlarged issued share capital following the Fundraise.
The Fundraise was undertaken by the Company's broker, SP Angel Corporate Finance LLP ("SP Angel").
Retail Offer
The Company values its retail shareholder base and believes that it is appropriate to provide existing retail and other shareholders the opportunity to purchase new Ordinary Shares in the capital of the Company at the Issue Price. The Company intends to carry out a separate retail offer to raise further gross proceeds of up to £60,000 through the BookBuild Platform (the "Retail Offer").
A further announcement will be made shortly regarding the Retail Offer and its terms. It is expected that the Retail Offer will launch later today and will close at 12:00 p.m. on 28 January 2026.
Background to the Fundraise and Use of Proceeds
Following the Company's recent announcements regarding new substantial contracts with biopharma clients in both Europe and the USA, the Company has undertaken the Fundraise primarily to enable it to exploit new and complementary revenue streams in these jurisdictions.
The net proceeds of the Fundraise and the Retail Offer will be used to fund the following workstreams:
o Increasing Tandem Mass Tag ("TMT") tags plexing rate from 32X to 96X;
o Launching an innovative new range of DXT isotopic plex tags;
o Introducing novel 'Solvent Shift' chemoproteomic workflows;
o Concluding a DXT licence;
o Expanding staff and mass spectrometry ("MS") capacity in San Diego to meet demand; and
o Additional working capital.
Proteome Sciences Executive Chairman, Christopher Pearce, said:
"Our 2026 year has started well with the award earlier in January of two Good Clinical Laboratory Practice (GCLP) contracts with a combined value in excess of US$1.5 million for our proteomics services division.
Following the significant investment already made in capacity, staff and the San Diego facility, we are optimistic that we can deliver substantial increases and returns against the fast rate of growth projected for Proteomics to 2030."
Director Participation and Related Party Transactions
Richard Dennis, the Company's Chief Commercial Officer, has participated in the Subscription, subscribing for 1,428,571 Fundraise Shares at the Issue Price. Following the Admission of the Fundraise Shares (see below), Mr Dennis will hold 2,053,571 Ordinary Shares.
In addition, Vulpes Life Science Fund ("Vulpes"), a substantial shareholder in the Company which was co-founded by and is now chaired by Martin Diggle, a Non-Executive Director of the Company, has subscribed for 17,142,857 Fundraise Shares at the Issue Price. Following the Admission of the Fundraise Shares, Vulpes will hold 84,932,629 Ordinary Shares.
The updated percentage holdings of Mr Dennis and Vulpes will be disclosed in due course along with the result of the Retail Offer.
Related Party Transaction
Richard Dennis is a Director of the Company and Vulpes is a substantial shareholder in the Company (the "Related Parties"), as such their participation in the Fundraise constitutes a related party transaction in accordance with AIM Rule 13.
Roger McDowell, Dr Ursula Ney and Dr Ian Pike are not participating in the Fundraise and are therefore considered independent Directors for these purposes. Having consulted with the Company's Nominated Adviser, SP Angel, they consider the terms of the Related Parties' participation in the Fundraise to be fair and reasonable insofar as the Company's shareholders are concerned.
Loan Facility Conversion Adjustment
Christopher Pearce, the Company's Executive Chairman, currently has a £5 million convertible loan facility in place with the Company (the "Loan Facility"), which can, in certain circumstances, be converted in whole or in part into ordinary shares in the capital of the Companyat a conversion price of one penny per ordinary share.
In conjunction with the Fundraise, Mr Pearce has agreed to vary the conversion terms of the Loan Facility, so that the Loan Facility can now only be converted in whole or in part at a minimum conversion price of four pence (the "Loan Facility Conversion Adjustment").
Related Party Transaction
Christopher Pearce is a Director of the Company, as such the Loan Facility Conversion Adjustment constitutes a related party transaction in accordance with AIM Rule 13.
Roger McDowell, Dr Ursula Ney and Dr Ian Pike are considered independent Directors for these purposes. Having consulted with the Company's Nominated Adviser, SP Angel, they consider the terms of the Loan Facility Conversion Adjustment to be fair and reasonable insofar as the Company's shareholders are concerned.
Admission and Total Voting Rights
Application has been made to the London Stock Exchange for admission of the Fundraise Shares ("Admission"). It is expected that Admission will become effective and that trading will commence in the Fundraise Shares at 8.00 a.m. on or around 29 January 2026, or such later date as may be agreed between the Company and SP Angel. The Fundraise Shares will rank pari passu with the Ordinary Shares.
Following the issue of the Fundraise Shares, the total issued share capital of the Company will consist of 343,182,056 Ordinary Shares. The Company does not hold any Ordinary Shares in treasury. Therefore, the total number of voting rights in the Company is 343,182,056 and 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 in their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
A further update regarding the Company's Total Voting Rights will be provided when the result of the Retail Offer is known.
| a) | Name: | Richard Dennis | ||||
| 2. | Reason for the notification | |||||
| a) | Position/status: | Chief Commercial Officer | ||||
| b) | Initial notification/Amendment: | |||||
| a) | Name: | Proteome Sciences plc | ||||
| b) | LEI: | 213800Q62ICXANKU2986 | ||||
| a) | Description of the financial instrument, type of instrument: Identification code: | Ordinary Shares of £0.01 each ISIN: GB0003104196 | ||||
| b) | Nature of the transaction: | Subscription for Fundraise Shares | ||||
| c) | Price(s) and volume(s): |
| ||||
| d) | Aggregated information: Aggregated volume: Price: | Single transactions as in 4 c) above | ||||
| e) | Date of the transaction: | 26 January 2026 | ||||
| f) | Place of the transaction: | Outside a trading venue |
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