CBF Cobra Bio-Man.

 

TIDMCBF 
 
RNS Number : 3983Z 
Cobra Bio-Manufacturing PLC 
21 September 2009 
 

+-------------------------------------+-------------------------------------+ 
| For Immediate Release               |                   21 September 2009 | 
+-------------------------------------+-------------------------------------+ 
 
 
 
 
 
 
Cobra Biomanufacturing Plc 
 
 
("Cobra" or "the Company") 
 
 
Funding Update 
 
 
Cobra Biomanufacturing Plc (Ticker: CBF), the international GMP provider of 
biomanufacturing services, gives the following funding update following 
its trading update on 28 August 2009. 
 
 
Sultan Scientific Limited ("Sultan") has advanced a loan to the Company of 
GBP180,000 pursuant to an investment agreement dated 18 September 2009 (the 
"Investment Agreement"). This loan is to be advanced by way of the issue of 
convertible loan notes to Sultan by the Company ("Convertible Loan Notes") which 
if converted at the 1p per share conversion price would require the issue of a 
maximum of 18 million new ordinary shares which will represent 29% of the 
Company's enlarged share capital. Cobra's largest existing shareholder has 
additionally provided an unconditional loan to the Company of GBP50,000 at a 
rate of 1% over base rate repayable in 3 years time. 
 
 
The combined proceeds will be used to fund the Company's near term working 
capital shortfall and the Investment Agreement additionally grants Sultan the 
following rights: 
 
A. An option to subscribe for a further GBP70,000 of convertible loan notes 
("Additional Loan Notes") on substantially the same terms as the Convertible 
Loan Notes subject to compliance by the Company with the requirements of the 
Takeover Code. 
 
B. The right to appoint a director to the board of the Company, such right shall 
continue for so long as the Convertible Loan Notes remain outstanding or Sultan 
holds 10 per cent or more of the issued share capital of the Company. 
 
C. The right to be provided with certain management information through its 
appointed board representative. 
 
D. Sultan will also be actively working with Cobra to accelerate the Company's 
strategic development, including investment and partnering discussions for 12 
months from the date of the Investment Agreement. Sultan is engaged on a 
contingency only basis for which Sultan shall receive certain fees from the 
Company in due course. 
 
 
The Company has given certain warranties to Sultan usual for a transaction of 
this type, including in relation to the following: previous announcements, 
accounts, financial information, litigation affecting the Company, the Company's 
intellectual property and other matters. 
 
 
The Company will write to shareholders this week to convene an extraordinary 
general meeting to seek shareholder approval for certain matters relating to the 
Convertible Loan Notes. If shareholders' approval is not received, the Loan Note 
will become immediately repayable. 
 
 
Irrevocable undertakings to vote in favour of the resolutions at the 
extraordinary general meeting have already been received by the Company from 
shareholders holding 23,268,897 Ordinary Shares, representing approximately 52% 
per cent of the issued Ordinary Shares. 
 
 
The Convertible Loan Notes will be secured by way of a fixed and floating charge 
over the Company's assets. This security will rank behind the security given to 
the National Westminster Bank Plc. 
 
 
Commenting on this announcement: 
 
 
Dr. Mike Hudson, MD of Sultan said: "We are very pleased to invest in and work 
with the highly experienced management team at Cobra. The Company is a notable 
UK Biosciences leader, supplying their clients and partners around the world 
with critical expertise and the initial quantities of new biopharmaceutical 
compounds for regulatory review and clinical trials that are the pipeline of new 
medicines for the future." 
 
 
Danny Chapchal, Cobra's Chairman said: "We look forward to having Sultan join us 
as investors and advisory partners which brings important opportunities in 
addition to their financial support. 
 
 
Progress also continues to be made with a number of interested parties regarding 
potential interim and longer term financing and licensing arrangements. A 
further announcement concerning such initiatives to underpin growth and 
development of the business will be made in due course." 
 
 
For further information, please contact: 
 
 
+------------------------------------------------+----------------------------+ 
| Cobra Biomanufacturing Plc                     | Tel: +44 (0) 1782 714 181  | 
+------------------------------------------------+----------------------------+ 
| Danny Chapchal, Non Executive Chairman         |                            | 
+------------------------------------------------+----------------------------+ 
| Simon Saxby, Chief Executive                   |                            | 
+------------------------------------------------+----------------------------+ 
| Peter Coleman, Finance Director                |                            | 
+------------------------------------------------+----------------------------+ 
|                                                |                            | 
+------------------------------------------------+----------------------------+ 
| Buchanan Communications                        | Tel: +44 (0) 207 466 5000  | 
+------------------------------------------------+----------------------------+ 
| Tim Anderson                                   |                            | 
+------------------------------------------------+----------------------------+ 
|                                                |                            | 
+------------------------------------------------+----------------------------+ 
| Seymour Pierce (NOMAD & Broker)                | Tel: +44 (0) 207 107 8000  | 
+------------------------------------------------+----------------------------+ 
| Chris Howard/Christopher Wren                  |                            | 
+------------------------------------------------+----------------------------+ 
 
 
Sultan Scientific Limited operates internationally, investing in and building 
specialised companies capable of rapid commercialisation and value generation in 
the Medical and Environmental Technology sectors. 
 
 
Sultan is a Private Investment Company under the Chairmanship of Sir John Banham 
with Managing Director, Dr Mike Hudson and management advisers and shareholders 
who often personally play key roles in the management of the companies in which 
they invest. Sultan is an active investor in a portfolio of high growth 
companies, selecting a single lead partner with whom to invest and work in key 
industry sectors. 
 
 
 
 
 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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