On December 23, 2019, Summit Therapeutics plc (the Company) announced the results of the
resolutions proposed at the Companys previously announced general meeting of shareholders in connection with (i) the proposed fundraising consisting of (a) the proposed subscription (the Subscription) by
Mr. Robert W. Duggan (the Subscriber) of an aggregate of 166,157,050 ordinary shares (the Subscription Shares) of the Company, par value £0.01 per share (the Ordinary Shares), and warrants to
purchase an aggregate of 24,923,555 Ordinary Shares and (b) the separate proposed placing (the Placing and, together with the Subscription, the Fundraising) of 9,221,400 Ordinary Shares (the Placing Shares)
and warrants to purchase an aggregate of 1,383,210 Ordinary Shares in aggregate to two investors in Europe, including the Companys chief executive officer, Glyn Edwards and (ii) the proposed cancellation of the admission of the Ordinary
Shares on AIM (the AIM Delisting). All of the resolutions were duly approved by the Companys shareholders by way of a poll.
The Company
also announced that the expected date of admission of the Subscription Shares and the Placing Shares to trading on AIM pursuant to Rule 6 of the AIM Rules for Companies as published from time to time by London Stock Exchange plc (such event, the
Admission) has been changed from on or about December 30, 2019 to on or about December 24, 2019. As a result, the Subscription is expected to close on or about December 24, 2019, subject to the satisfaction of certain
customary closing conditions and the following additional conditions: (i) Admission shall have occurred; (ii) Frank Armstrong, Leopoldo Zambeletti and David Wurzer shall have delivered to the Company executed resignation letters effective
upon Admission; and (iii) the Company shall have delivered to the Subscriber and three additional proposed directors, Dr. Elaine Stracker, Dr. Ventzislav Stefanov and Manmeet Soni, executed appointment letters effective upon
Admission.
The Placing is also expected to close on or about December 24, 2019, subject to the satisfaction of certain customary closing conditions
and the following additional conditions: (i) the securities purchase agreement with the Subscriber dated December 6, 2019 shall not have lapsed or been terminated and shall have been completed in accordance with its terms, subject only to
Admission; and (ii) Admission shall have occurred.
The Companys shareholders duly approved the resolution that the admission of the Ordinary
Shares to trading on AIM be cancelled. It is expected that trading of the Ordinary Shares on AIM will cease at 7:00 a.m. GMT on February 24, 2020. The Companys American Depositary Shares (ADSs) will remain listed on the Nasdaq
Stock Market (Nasdaq) and, accordingly, all public trading of securities in the Company will take place on Nasdaq following the AIM Delisting.
The full text of the related press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
This Form 6-K, including Exhibit 99.1 hereto, does not constitute an offer to sell, or a solicitation of offers to
purchase or subscribe for, securities in the United States or in any other jurisdiction.
Forward-Looking Statements
Any statements in this Form 6-K about the Companys future expectations, plans and prospects, including but not
limited to, statements about whether or not the Company will consummate the Fundraising and the anticipated use of the proceeds from the Fundraising, the AIM Delisting, the trading markets for the Companys Ordinary Shares and ADSs, the
clinical and preclinical development of the Companys product candidates, the therapeutic potential of the Companys product candidates, the potential of the Discuva Platform, the potential commercialization of the Companys product
candidates, the sufficiency of the Companys cash resources, the timing of initiation, completion and availability of data from