TIDMORPH

RNS Number : 0696A

Open Orphan PLC

16 January 2020

Pre-Admission Announcement

Euronext Growth Schedule 1

 
Announcement to be made by the Applicant prior to admission 
 in accordance with the Euronext Growth Markets Rule Book 
---------------------------------------------------------------------- 
All Applicants must complete the following 
Company name 
 Open Orphan plc ("Open Orphan" or the 
 "Company", and together with its subsidiaries 
 the "Group") 
------------------------------------------------------------------- 
Company registered address and if different, company trading 
 address (including postcodes) 
 
  Registered Office: 
 
  PO Box W1J 6BD, Berkley Square House, 2nd Floor, Mayfair, 
  London, W1J 8DJ 
 
  Trading Offices: 
 
  19 Railway Road, Dalkey, Dublin, Ireland 
  Queen Mary BioEnterprises (QMB) Innovation Centre, 42 New 
  Road, London, E1 2AX 
---------------------------------------------------------------------- 
Country of incorporation 
 
 England and Wales 
-----------------------------------------------------------------  --- 
Company website address containing all information required 
 by rule 26 (5.26) of the Euronext Growth Markets Rule Books 
www.openorphan.com 
---------------------------------------------------------------------- 
Company business (including main country of operation) or, 
 in the case of an investing company, details of its investing 
 strategy. If the admission is sought as a result of a reverse 
 takeover under rule 5.19 of the Euronext Growth Markets 
 Rule Books, this should be stated 
 
 This is a reverse takeover under Rule 14. 
 
 Open Orphan is a Clinical Research Organisation that specialises 
 in rare and orphan drugs. The headquarters are in Dublin, 
 Ireland and the company also has offices in the UK, France, 
 the Netherlands and Germany. 
 
Details of securities to be admitted including any restrictions 
 as to transfer of securities (i.e. where known, number of 
 shares, nominal value and issue price to which it seeks 
 admission and the number and type to be held as treasury 
 shares): 
 
 Number of ordinary shares of 0.1 pence each in nominal value 
 ("Ordinary Shares") for which Admission will be sought: 
 445,622,374 
 
 There are no restrictions as to the transferability of the 
 Ordinary Shares and no Ordinary Shares will be held in treasury. 
 
 
 
 
Capital to be raised on admission (if applicable) and anticipated 
 market capitalisation on admission: 
 Expected Market Capitalisation: GBP29.6 million (based on 
 an enlarged share capital of 445,622,374 and closing price 
 per Open Orphan Shares of GBP[0.0665] on 15 January 2020) 
 
 No capital to be raised on admission 
 
Percentage of Euronext Growth securities not in public hands 
 on admission 
22.8% 
--------------------------------------------------------------------------------- 
Details of any other exchange or trading platform to which 
 the ex securities (or other securities of the company) are 
 or will be admitted or traded: 
AIM 
--------------------------------------------------------------------------------- 
Full names and functions of directors and proposed directors 
 (underlining the first name by which each is known or including 
 any other name by which each is known): 
Directors: 
 Cathal Friel, Executive Chairman 
 Brendan Buckley, Non-executive Director 
 
 Proposed Directors: 
 Dr Trevor Phillips, Chief Executive Officer 
 Dr Mark Warne, Non-executive Director 
 Michael Meade, Non-executive Director 
--------------------------------------------------------------------------------- 
Full names and holdings of significant shareholders, expressed 
 as a percentage of the issued share capital, before or after 
 admission (underlining the first name by which each is known 
 or including any other name by which each is known): 
Before Admission: 
  Name                              Number of Ordinary   Percentage of issued 
                                     Shares               share capital 
  Cathal Friel                      41,046,981                  16.1% 
                                   -------------------  --------------------- 
  Anthony (Tony) Richardson         16,313,388                   6.4% 
                                   -------------------  --------------------- 
  Gresham House Asset Management    13,081,337                   5.1% 
                                   -------------------  --------------------- 
  Crux Asset Management             11,928,571                   4.7% 
                                   -------------------  --------------------- 
  Brendan Buckley                   7,845,860                    3.1% 
                                   -------------------  --------------------- 
 
 
 After Admission: 
  Cathal Friel                      41,046,981   9.2% 
  Anthony (Tony) Richardson         16,313,388   3.7% 
                                   -----------  ------ 
  Gresham House Asset Management    13,081,337   2.9% 
                                   -----------  ------ 
  Crux Asset Management             11,928,571   2.7% 
                                   -----------  ------ 
  Brendan Buckley                   7,845,860    1.8% 
                                   -----------  ------ 
  Invesco Ltd                       52,485,973   11.8% 
                                   -----------  ------ 
  Link Fund Solutions Ltd           38,618,608   8.7% 
                                   -----------  ------ 
  IP Group plc                      32,267,791   7.2% 
                                   -----------  ------ 
  Jupiter Asset Management 
   Ltd                              22,819,579   5.1% 
                                   -----------  ------ 
------------------------------------------------------------------------------------- 
 
Names of all persons to be disclosed in accordance with 
 Chapter 5: Schedule Two, paragraph (h) of the Euronext Growth 
 Markets Rule Book: 
n/a 
------------------------------------------------------------------------------------- 
i anticipated accounting reference date: 31 
 December 
ii date to which the main financial information 
 in the admission document has been prepared: 
 31 December 2019 
 
  iii. dates by which it must publish its first 
  three reports pursuant to Rules 5.14 and 5.15 
  in the Euronext Growth Markets Rule Book: 
 
  31 December 2019 due 30 June 2020, 30 June 
  2020 due September 2020, 31 December 2020 
  due 30 June 2021 
-------------------------------------------------------------------------------  ---- 
Expected admission date: 20 
 January 2020 
-----------------------------------------------------------------------------  ------ 
Name and address of Euronext 
 Growth Advisor 
 
 Davy Corporate Finance, Davy 
 House, 49 Dawson Street, Dublin 
 2, Ireland 
Name and address of broker 
 
  Arden Partners plc., 125 Old Broad Street, London, EC2N 
  1AR 
------------------------------------------------------------------------------------- 
Other than in the case of a Quoted Applicant, details of 
 where (postal or internet address) the admission document 
 will be available from, with a statement that this will 
 contain full details about the Applicant and the admission 
 of its securities 
 
 A copy of the admission document containing full details 
 about the applicant and the admission of its securities 
 is available on the Company's website, www.openorphan.com 
------------------------------------------------------------------------------------- 
Date of notification 
 16 January 2020 
-----------------------------------------------------------------------------  ------ 
New/update: Update 
-----------------------------------------------------------------------------  ------ 
 
 

This announcement has been issued through the Companies Announcement Service of Euronext Dublin.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

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