TIDMMTPH
RNS Number : 1832U
Midatech Pharma PLC
24 March 2023
24 March 2023
Midatech Pharma PLC
("Midatech" or the "Company")
Results of General Meeting
Share Consolidation, Change of Name, Adoption of New Articles
and Cancellation of Admission to Trading on AIM
Midatech Pharma PLC (AIM: MTPH; Nasdaq: MTP), a drug delivery
technology company focused on improving the bio-delivery and
biodistribution of medicines, is pleased to announce that at the
general meeting of the Company held earlier today (the "General
Meeting"), all resolutions put to the Company's shareholders
("Shareholders") were duly passed.
The full text of, inter alia, the resolutions proposed and
passed at the General Meeting can be found in the Company's
Shareholder Circular and Notice of General Meeting (the "Circular")
which was published and posted to Shareholders on 7 March 2023 and
is available on the Company's website at www.midatechpharma.com
.
Share Consolidation
At the General Meeting, Shareholders approved, inter alia, the
Share Consolidation, as detailed in the Circular.
The Share Consolidation consists of a consolidation of the
ordinary shares of GBP0.001 each in the capital of the Company (the
"Ordinary Shares"), such that every 20 Ordinary Shares will be
consolidated into one new ordinary share of GBP0.02 nominal value
each (the "Consolidated Ordinary Shares").
Following the Share Consolidation, the Company will have a
single class of ordinary shares of GBP0.02 each in issue, being the
Consolidated Ordinary Shares.
Also effective on or around 27 March 2023, the ratio of the
Company's American Depositary Shares ("ADSs") will change from one
ADS representing 25 Ordinary Shares to one ADS representing five
Consolidated Ordinary Shares, with new CUSIP 59564R609. No
fractional ADSs will be allocated. The aggregate fractional ADSs,
if any, will be sold and the net proceeds will be distributed to
the entitled ADS holder. The Company's depositary, The Bank of New
York Mellon, will contact ADS holders and arrange for the exchange
of their existing ADSs for new ADSs.
Admission of the Consolidated Ordinary Shares to trading on
AIM
Application has been made to the London Stock Exchange plc for
the admission to trading on AIM of the Consolidated Ordinary
Shares, which is expected to become effective and dealings commence
at 8.00 a.m. on or around 27 March 2023 (the "Consolidation
Admission").
Change of Name
Following approval by Shareholders of the relevant resolution,
Midatech's name will be changed to Biodexa Pharmaceuticals PLC on
or around 27 March 2023. The new AIM Symbol/TIDM will be "BDRX"
once the name change is effected, and the new trading symbol on
NASDAQ is expected to also be "BDRX".
AIM Cancellation and Adoption of New Articles
Further to today's approval by Shareholders, the admission of
the Ordinary Shares to trading on AIM will be cancelled (the "AIM
Cancellation"), although trading on NASDAQ in the ADSs will be
maintained.
The AIM Cancellation is expected to take place approximately one
month following today's General Meeting, on 26 April 2023, in order
to give Shareholders sufficient time to convert their Consolidated
Ordinary Shares into ADSs, should they wish to do so. Shareholders
are recommended to refer to the Circular and the 'Frequently Asked
Questions' document that accompanied the Circular, which is
available on the Company's website and addresses further questions
in respect of the implications of the AIM Cancellation in relation
to holdings of Consolidated Ordinary Shares.
In order to facilitate the Company's sole remaining listing on
NASDAQ, the Company will adopt New Articles with effect from the
AIM Cancellation, which were also approved at today's General
Meeting.
Total Voting Rights, ISIN, SEDOL and Par Value
The Consolidated Ordinary Shares have a new ISIN and SEDOL code,
and the number of total voting rights in the Company's issued
ordinary share capital will decrease as a result of the Share
Consolidation.
Accordingly, upon the Consolidation Admission, the Company's
issued share capital will consist of 8,667,337 Consolidated
Ordinary Shares each with one voting right. The Company does not
hold any ordinary shares in treasury. This figure may be used by
Shareholders in the Company as the denominator for the calculation
by which they may determine if they are required to notify their
interest in, or change to their interest in, the share capital of
the Company under the FCA's Disclosure Guidance and Transparency
Rules. In addition, the ISIN and SEDOL code of the Consolidated
Ordinary Shares will be GB00BNGF1L75 and BNGF1L7, respectively.
Unless otherwise defined, capitalised terms used in this
announcement have the same meanings as ascribed to them in the
Circular sent to Shareholders dated 7 March 2023.
This announcement contains inside information for the purposes
of Article 7 of the Market Abuse Regulation (EU) 596/2014, as it
forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018, as amended.
For more information, please contact :
Midatech Pharma PLC
Stephen Stamp, CEO, CFO
Tel: +44 (0)29 2048 0180
www.midatechpharma.com
Strand Hanson Limited (Nominated Adviser and Broker)
James Dance / Matthew Chandler / Rob Patrick
Tel: +44 (0)20 7409 3494
IFC Advisory Limited (Financial PR and UK Investor Relations)
Tim Metcalfe / Graham Herring
Tel: +44 (0)20 3934 6630
Email: midatech@investor-focus.co.uk
Edison Group (US Investor Relations)
Alyssa Factor
Tel: +1 (860) 573 9637
Email: afactor@edisongroup.com
Forward-Looking Statements
Certain statements in this announcement may constitute
"forward-looking statements" within the meaning of legislation in
the United Kingdom and/or United States. Any forward-looking
statements are based on currently available competitive, financial
and economic data together with management's views and assumptions
regarding future events and business performance as of the time the
statements are made and are subject to risks and uncertainties. The
Company wishes to caution you that there are some known and unknown
factors that could cause actual results to differ materially from
any future results, performance or achievements expressed or
implied by such forward-looking statements.
Reference should be made to those documents that the Company
shall file from time to time or announcements that may be made by
the Company in accordance with the London Stock Exchange's AIM
Rules for Companies ("AIM Rules"), the Disclosure and Transparency
Rules ("DTRs") and the rules and regulations promulgated by the US
Securities and Exchange Commission, which contains and identifies
other important factors that could cause actual results to differ
materially from those contained in any projections or
forward-looking statements. These forward-looking statements speak
only as of the date of this announcement. All subsequent written
and oral forward-looking statements by or concerning the Company
are expressly qualified in their entirety by the cautionary
statements above. Except as may be required under the AIM Rules or
the DTRs or by relevant law in the United Kingdom or the United
States, the Company does not undertake any obligation to publicly
update or revise any forward-looking statements because of new
information, future events or otherwise arising.
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END
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