Angle PLC Acquisition of outstanding shares (2717G)
November 05 2018 - 2:00AM
UK Regulatory
TIDMAGL
RNS Number : 2717G
Angle PLC
05 November 2018
For immediate release 5 November 2018
ANGLE plc ("the Company")
Acquisition of outstanding shares in ANGLE North America Inc
ANGLE plc (AIM:AGL OTCQX:ANPCY), a world-leading liquid biopsy
company, announces that it has reached agreement with Dr Georgi
Hvichia, the original inventor of the Parsortix microfluidic
technology, that ANGLE will acquire Dr Hvichia's outstanding shares
in ANGLE's US operating subsidiary ANGLE North America Inc ("ANAI")
by way of a share-for-share exchange between ANAI and ANGLE plc
such that on completion, ANGLE will own 100 per cent. of ANAI. Dr
Hvichia is currently a director of ANAI but is moving to a
scientific advisory board member role following the completion of
this transaction.
The Company has agreed to issue Dr Hvichia with 1,000,000 new
ordinary shares of 10 pence each in the capital of the Company
("Consideration Shares") as consideration to acquire the
outstanding 303,335 shares in ANAI that ANGLE does not currently
own, representing 9.47% of the ANAI issued share capital and c.
3.4% on a fully diluted basis. The Consideration Shares represent
approximately 0.70 per cent. of the current issued share capital of
the Company. Using the closing mid-market price of an Ordinary
Share of 46.75 pence on 2 November 2018, being the last practicable
date prior to this announcement, the Consideration Shares have a
value of approximately GBP467,500. Upon Admission of the
Consideration Shares, ANGLE will own 100 per cent. of ANAI and Dr
Hvichia will own 1,084,425 Ordinary Shares in ANGLE, representing
approximately 0.76 per cent. of the enlarged issued share capital
of the Company.
The agreement provides ANGLE with a clean 100% ownership
position in all its Group companies facilitating efficient
financial, operational and administrative management. This is
particularly important as ANAI owns core intellectual property in
relation to the Parsortix(TM) system.
Total Voting Rights
Application will be made for the Consideration Shares to be
admitted to trading on AIM and it is expected that Admission will
become effective and trading will commence in the Consideration
Shares at 8.00 a.m. on 9 November 2018. The Consideration Shares
will rank pari passu with the Company's existing Ordinary Shares.
On Admission the Company's issued share capital will comprise
143,486,522 Ordinary Shares. The Company holds no Ordinary Shares
in treasury. Accordingly, the figure of 143,486,522 may be used by
shareholders as the denominator for the calculations by which they
will determine if they are required to notify their interest in, or
a change to their interest in the Company under the FCA's
Disclosure Guidance and Transparency Rules.
ANGLE Founder and Chief Executive, Andrew Newland,
commented:
"We are pleased to reach agreement with Georgi Hvichia, the
original inventor of the Parsortix microfluidic technology, to
acquire his remaining shareholding in our US operating subsidiary
in exchange for ANGLE plc shares. Dr Hvichia will remain involved
through his new role as a scientific advisory board member."
For further information ANGLE:
ANGLE plc +44 (0) 1483 343434
Andrew Newland, Chief Executive
Ian Griffiths, Finance Director
finnCap Ltd (NOMAD and Joint Broker)
Corporate Finance - Carl Holmes, Simon
Hicks, Max Bullen-Smith
ECM - Alice Lane +44 (0)20 7220 0500
WG Partners (Joint Broker)
Nigel Barnes, Nigel Birks, Andrew Craig,
Chris Lee +44 (0) 203 705 9330
FTI Consulting
Simon Conway, Mo Noonan, Stephanie Cuthbert +44 (0) 203 727 1000
Matthew Ventimiglia (US) +1 212 850 5612
This announcement contains inside information.
About ANGLE plc www.angleplc.com
ANGLE is a world leading liquid biopsy company with sample to
answer solutions. ANGLE's proven patent protected platforms include
an epitope-independent circulating tumor cell (CTC) harvesting
technology and a downstream analysis system for cost effective,
highly multiplexed analysis of nucleic acids and proteins.
ANGLE's cell separation technology is called the ParsortixTM
system and it enables a liquid biopsy (simple blood test) to be
used to provide the cells of interest. Parsortix is the subject of
granted patents in Europe, the United States, Canada, India, China,
Japan and Australia and three extensive families of patents are
being progressed worldwide. The system is based on a microfluidic
device that captures live cells based on a combination of their
size and compressibility. The Parsortix system has a CE Mark for
Europe and FDA clearance is in process for the United States.
ANGLE's analysis technology for proteins and nucleic acids of
all types is called Ziplex(R) and is based on a patented flow
through array technology. It provides for highly multiplexed, rapid
and sensitive capture of targets from a wide variety of sample
types. A proprietary chemistry allows for the capture and
amplification of over 100 biomarkers simultaneously in a single
reaction. These technologies can be combined to provide fully
automated, sample to answer results in both centralised laboratory
and point of use cartridge formats. It is ideal for measuring gene
expression and other markers directly from Parsortix harvests.
ANGLE has established formal collaborations with world-class
cancer centres. These Key Opinion Leaders are working to identify
applications with medical utility (clear benefit to patients), and
to secure clinical data that demonstrates that utility in patient
studies. Details are available here
http://www.angleplc.com/the-company/collaborators/
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END
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