TIDMFARN
RNS Number : 4268Q
Faron Pharmaceuticals Oy
28 June 2022
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN
WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE
UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH
AFRICA, SINGAPORE, HONG KONG OR ANY OTHER JURISDICTION IN WHICH
SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF THE EU REGULATION 596/2014 ("MAR") AND ARTICLE 7 OF
MAR AS INCORPORATED INTO UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN
UNION (WITHDRAWAL) ACT 2018 ("UK MAR").
Faron Pharmaceuticals Ltd
("Faron" or the "Company")
Announcement of Placing of Newly Issued Treasury Shares to Raise
E UR 5 Million and of
PDMR Dealings
Company announcement, 28 June 2022 at 9:00 a.m. EEST/ 7:00 a.m.
BST
Inside information
KEY HIGHLIGHTS
-- The Company has conducted a private placement directed to a
limited number of institutional and other investors to raise EUR 5
million.
-- The Leukemia & Lymphoma Society Therapy Acceleration
Program(R) (LLS TAP) participated in the Placing.
-- Significant majority of the net proceeds of the Placing will
be used for the acceleration of the bexmarilimab clinical
development program and manufacturing.
-- As disclosed in the Company's full year report on 25 March
2022, total cash and cash equivalents held by the Company as of 31
December 2021 were ca. EUR 6.9 million.
-- Gross proceeds of the Placing together with other currently
confirmed funding, are expected to provide the Company with working
capital into Q1 2023.
TURKU, FINLAND / BOSTON, MA - Faron Pharmaceuticals Ltd (First
North: FARON, AIM: FARN), a clinical stage biopharmaceutical
company focused on building the future of immunotherapy by
harnessing the power of the immune system to tackle cancer and
inflammation, today announces that it has conducted a placement of
2,006,621 newly issued treasury shares ("Placing Shares") to raise
EUR 5 million before expenses to a limited number of institutional
investors and other investors ("Placing"). Upon receipt of these
proceeds, the Company expects to have sufficient working capital
into Q1 2023.
The Placing was carried out as a private placement by way of a
firm placement of Placing Shares to a limited number of
institutional and other investors. To implement the Placing, the
Board of Directors of Faron (the "Board") has decided to issue
3,318,421 shares to Faron itself without consideration ("Treasury
Shares") and, subject to the registration of the Treasury Shares,
further convey 2,006,621 of such Treasury Shares as Placing Shares
to the participating investors. The remaining 1,311,800 Treasury
Shares not conveyed to investors, will remain in the Company's
possession. The subscription price per Placing Share corresponds to
the volume weighted average price of the Company's shares on Nasdaq
Helsinki First North Growth Market Finland on 27 June 2022, EUR
2.4882 (the "Issue Price") and the settlement of the Placing
(delivery against payment) trades are expected to complete on or
around 30 June 2022 and 5 July 2022, respectively. One of the
investors participating in the Placing is The Leukemia &
Lymphoma Society Therapy Acceleration Program(R) ("LLS TAP").
"This fundraise will enable us to accelerate our ambitious
bexmarilimab development program, with a specific focus on
advancing our combination trials in both solid tumors and
hematologic malignancies," said Dr. Markku Jalkanen, Chief
Executive Officer of Faron. "Far too many patients are not
benefiting from recently approved treatments because their immune
system simply doesn't recognize and mount a defense against their
cancer. By converting highly immunosuppressive M2 macrophages to
immune stimulating M1 macrophages , bexmarilimab is capable of
igniting an immune response in these patients, which we think will
be amplified when used as part of a combination regimen."
"We are extremely pleased with the results of this Placing,
including an investment from The Leukemia & Lymphoma Society
Therapy Acceleration Program (R) (LLS TAP), a funding initiative to
accelerate innovative blood cancer therapeutics and change the
standard of care in leukemia, lymphoma, and multiple myeloma," said
Toni Hänninen, Chief Financial Officer of Faron. "These funds
raised strengthen our balance sheet and will allow us to continue
accelerating our bexmarilimab development program, which includes
our monotherapy MATINS trial and combination studies in hematologic
malignancies and solid tumors."
"We are excited to invest in and partner with Faron and look
forward to leveraging our organization and network to help advance
their development of bexmarilimab," said Lore Gruenbaum, PhD, Vice
President, The Leukemia & Lymphoma Society Therapy Acceleration
Program (R) (LLS TAP) . "There is a critical need to develop new
treatment options for blood cancer patients and novel combination
therapies, like those being explored by Faron, are particularly
promising because they can work synergistically to not only treat
the cancer, but also activate a systemic response by the patient's
own immune system."
USE OF PROCEEDS
The development of bexmarilimab has advanced significantly over
the past 12 - 18 months and the furthering of its development
provides an opportunity to build additional value for shareholders.
The primary reason for conducting the Placing is to accelerate and
expand the clinical development of this drug candidate.
Bexmarilimab
-- Conclude MATINS trial for FDA EOP Meeting
-- Progress BEXMAB hematologic combination trial
-- Initiate BEXCOMBO solid tumor combination trial
-- Advance Bex CMC commercial scale production
General corporate
-- Development of Faron's operational unit in the US
-- Strengthening of the Company's balance sheet
DETAILS ON PLACING AND SHARE ISSUES
The Placing is carried out within the authorization granted to
the Board by shareholders at the Company's Annual General Meeting
held on 23 April 2021 to issue up to a total of 10,000,000 ordinary
shares in the Company, including the right to issue new shares or
dispose of the shares in the possession of the Company, in a
directed share issue and in deviation from the shareholders'
pre-emptive rights. The Placing is implemented in two phases, each
requiring the use of the Board's share issue authorization, i.e. by
the Company first issuing the Treasury Shares to itself without
consideration and then immediately conveying up to 2,006,621 of
such Treasury Shares as Placing Shares to the participating
investors against their payment of the Issue Price. As a result of
the Placing, the number of ordinary shares in the Company will
increase by 3,318,421 new shares (representing approximately 6 per
cent of all the issued shares and votes in the Company immediately
prior to the Placing), which are expected to be registered in the
Finnish Trade Register on or around 28 June 2022. Following the
issuance, the aggregate number of ordinary shares in the Company
will be 56,575,453. A further announcement will be made to confirm
the registration.
A total of 2,006,621 of these Treasury Shares are further
conveyed as Placing Shares to the investors participating in the
Placing, with the payment and settlement (delivery against payment
of the Issue Price in full) expected to be completed on or about 30
June 2022 and 5 July 2022, respectively. Following, and subject to,
the completion of the settlement in full, the Company will hold a
total of 1,311,800 Treasury Shares. The number of shares in issue
(excluding Treasury Shares), and the figure to be used as the
denominator for calculations of interests in the Company's voting
rights, will be 55,263,653.
Upon registration with the Finnish Trade Register and the
further conveyance of the Placing Shares to investors, the Placing
Shares will rank pari passu in all respects with the existing
shares of the Company.
ADMISSION
The Company will make applications for the admission of the
Placing Shares (and the remaining Treasury Shares) to trading on
First North and AIM with said admissions expected to become
effective and trading to commence on or around 29 June 2022 (the
"Admissions").
RELATED PARTY AND PDMR DEALING
Timo Syrjälä, an existing shareholder in the Company, has
subscribed for and been allocated 1,355,999 Placing Shares in
aggregate (subscribed for by himself and through Acme Investments
SPF Sarl (" Acme "), an entity wholly owned by Mr. Syrjälä), for an
aggregate subscription value of approximately EUR 3.4 million at
the Issue Price. Following the completion of the Placing, Mr.
Syrjälä's total holding in the Company's shares, which includes his
indirect holding through Acme, will be 10,548,498 shares,
representing 19.09 per cent of the issued shares and votes of the
Company following the Placing. Mr Syrjälä is a "Substantial
Shareholder" in the Company for the purposes of the AIM Rules for
Companies (the " AIM Rules "). His subscription for Placing Shares
pursuant to the Placing is a related party transaction for the
purposes of the AIM Rules. The Directors of the Company, all of
whom are independent of Mr Syrjälä, having consulted with Cairn
Financial Advisers LLP, the Company's nominated adviser for the
purposes of the AIM Rules, consider the terms of the participation
by Mr. Syrjälä in the Placing to be fair and reasonable insofar as
shareholders are concerned.
In addition, Markku Jalkanen together with his spouse Sirpa
Jalkanen, Anne Whitaker and Erik Ostrowski, directors of the
Company, as well as Toni Hänninen, CFO of the Company, have
subscribed for 40,188, 4,018, 2,009 and 4,018 shares respectively.
Their beneficial interests in the issued shares and votes of the
Company are set out below:
Before the Placing Following the Placing
Director Number % of total Number of Number of % of total
of ordinary voting Placing ordinary voting rights
shares rights Shares subscribed shares held
held for
------------- ----------- ------------------- ------------- ---------------
Markku Jalkanen
(including
spouse Sirpa
Jalkanen) 3,251,677 6.11 40,188 3,291,865 5.96
------------- ----------- ------------------- ------------- ---------------
Anne Whitaker - - 4,018 4,018 0.01
------------- ----------- ------------------- ------------- ---------------
Erik Ostrowski - - 2,009 2,009 0.00
------------- ----------- ------------------- ------------- ---------------
Toni Hänninen 94,697 0.18 4,018 98,715 0.18
------------- ----------- ------------------- ------------- ---------------
The participation of Markku Jalkanen, Anne Whitaker and Erik
Ostrowski (" Directors Participation ") in the Placing constitute
related party transactions for the purposes of the AIM Rules. The
independent directors for the purpose of the Directors
Participation, being Dr Frank Armstrong, Dr Gregory Brown, John
Poulos and Leopoldo Zambeletti, having consulted with Cairn
Financial Advisers LLP, the Company's nominated adviser for the
purposes of the AIM Rules, consider the terms of the Directors
Participation in the Placing to be fair and reasonable insofar as
shareholders are concerned.
Notification of a Transaction pursuant to Article 19(1) of Regulation
(EU) No. 596/2014
1 Details of the person discharging managerial responsibilities/person
closely associated
---- ------------------------------------------------------------------------------------------
a. Name a) Markku Jalkanen
b) Anne Whitaker
c) Erik Ostrowski
d) Toni Hänninen
e) Sirpa Jalkanen
---------------------------------------------------------------
2 Reason for notification
------------------------- ---------------------------------------------------------------
a. Position/Status Directors
------------------------- ---------------------------------------------------------------
b. Initial notification/ Initial Notification
Amendment
------------------------- ---------------------------------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
------------------------------------------------------------------------------------------
a. Name Faron Pharmaceuticals Oy
-------------------------
b. LEI 7437009H31TO1DC0EB42
------------------------- ---------------------------------------------------------------
4 Details of the transaction(s): section to be repeated for
(i) each type of instrument; (ii) each type of transaction;
(iii) each date; and (iv) each place where transactions have
been conducted
---- ------------------------------------------------------------------------------------------
a. Description of Ordinary shares
the financial
instrument, type ISIN: FI4000153309
of instrument
Identification
Code
------------------------- ---------------------------------------------------------------
b. Nature of the Purchase of ordinary shares
transaction
------------------------- ---------------------------------------------------------------
c. Price(s) and Average
volume(s)
-------------------------
Price(s) Volume(s)
------------------------- ----------------------
a) 2.4882 a) 28,132
b) 2.4882 b) 4,018
c) 2.4882 c) 2,009
d) 2.4882 d) 4,018
e) 2.4882 e) 12,056
---------------------- -----------
Aggregated information
- Aggregated
Volume 50,233
d. - Price 2.4882
------------------------- ---------------------------------------------------------------
e. Date of the transaction 27 June 2022
------------------------- ---------------------------------------------------------------
f. Place of the Nasdaq First North Growth Market
transaction
------------------------- ---------------------------------------------------------------
For more information please contact:
Investor Contact
Faron Pharmaceuticals
Julia Balanova
VP, Investor Relations
julia.balanova@faron.com
investor.relations@faron.com
Phone: +1 (917) 306-6096
Media Contact
Faron Pharmaceuticals
Eric Van Zanten
VP, Communications
eric.vanzanten@faron.com
Phone: +1 (610) 529-6219
Cairn Financial Advisers LLP, Nomad
Sandy Jamieson, Jo Turner
Phone: +44 (0) 207 213 0880
Peel Hunt LLP, Broker
Christopher Golden, James Steel
Phone: +44 (0) 20 7418 8900
Sisu Partners Oy, Certified Adviser on Nasdaq First North
Juha Karttunen
Phone: +358 (0)40 555 4727
Jukka Järvelä
Phone: +358 (0)50 553 8990
Consilium Strategic Communications
Mary-Jane Elliott, David Daley, Lindsey Neville
faron@consilium-comms.com
Phone: +44 (0)20 3709 5700
MEMBERS OF THE PUBLIC ARE NOT ELIGIBLE TO SUBSCRIBE FOR,
OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN FARON
PHARMACEUTICALS OY ("FARON") PURSUANT TO THE TRANSACTION REFERRED
TO IN THIS ANNOUNCEMENT. THIS ANNOUNCEMENT IS THEREFORE DIRECTED
ONLY AT, IN A MEMBER STATE OF THE EUROPEAN ECONOMIC AREA, PERSONS
WHO ARE "QUALIFIED INVESTORS" AS DEFINED IN ARTICLE 2(E) OF THE EU
PROSPECTUS REGULATION (WHICH MEANS REGULATION (EU) 2017/1129) (THE
"PROSPECTUS REGULATION"). THIS ANNOUNCEMENT IS FOR INFORMATION
PURPOSES ONLY AND DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION,
SOLICITATION, RECOMMATION, OFFER OR ADVICE TO ANY PERSON TO
SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN
FARON OR ANY OTHER ENTITY IN ANY JURISDICTION IN WHICH ANY SUCH
OFFER WOULD BE UNLAWFUL.
IN ADDITION, IN THE UNITED KINGDOM, THIS ANNOUNCEMENT IS ONLY
DIRECTED AT PERSONS IN THE UNITED KINGDOM THAT ARE QUALIFIED
INVESTORS WITHIN THE MEANING OF ARTICLE 2(E) OF THE PROSPECTUS
REGULATION AS INCORPORATED INTO UK DOMESTIC LAW BY VIRTUE OF THE
EUROPEAN UNION (WITHDRAWAL) ACT 2018 THAT ARE ALSO (I) INVESTMENT
PROFESSIONALS FALLING WITHIN ARTICLE 19(5) OF THE FINANCIAL
SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (THE
"ORDER") AND/OR (II) HIGH NET WORTH ENTITIES, AND OTHER PERSONS TO
WHOM IT MAY LAWFULLY BE COMMUNICATED, FALLING WITHIN ARTICLE
49(2)(A) TO (E) OF THE ORDER (EACH SUCH PERSON, TOGETHER WITH
QUALIFIED INVESTORS AS DEFINED IN THE PROSPECTUS REGULATION, BEING
REFERRED TO AS A "RELEVANT PERSON").
ACCORDINGLY, THIS ANNOUNCEMENT AND ITS CONTENTS MUST NOT BE
ACTED ON OR RELIED ON BY PERSONS WHO ARE NOT RELEVANT PERSONS. ANY
INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS ANNOUNCEMENT
RELATES IS AVAILABLE ONLY TO RELEVANT PERSONS AND WILL BE ENGAGED
IN ONLY WITH RELEVANT PERSONS. PERSONS INTO WHOSE POSSESSION THIS
ANNOUNCEMENT COMES ARE REQUIRED TO INFORM THEMSELVES ABOUT AND TO
OBSERVE ANY SUCH RESTRICTIONS.
THE TRANSACTION REFERRED TO IN THIS ANNOUNCEMENT WOULD BE MADE
PURSUANT TO A PRIVATE PLACEMENT EXEMPTION UNDER THE PROSPECTUS
REGULATION FROM THE REQUIREMENTS TO PRODUCE A PROSPECTUS UNDER THE
PROSPECTUS REGULATION FOR OFFERS OF SECURITIES . FARON HAS NOT
TAKEN ANY ACTION, NOR WILL IT TAKE ANY ACTION, TO OFFER ANY OF THE
PLACING SHARES THAT ARE TO BE SUBSCRIBED FOR PURSUANT TO THE
TRANSACTION REFERRED TO IN THIS ANNOUNCEMENT OR ANY DOCUMENTS
RELATING TO THE PLACING TO THE PUBLIC IN FINLAND, SWEDEN, NORWAY OR
DENMARK, OR IN ANY OTHER JURISDICTION IN ANY FORM WHICH WOULD
CONSTITUTE AN OFFER TO THE PUBLIC.
THIS ANNOUNCEMENT IS NOT FOR PUBLICATION OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA.
THIS ANNOUNCEMENT IS NOT AN OFFER OF SECURITIES FOR SALE INTO THE
UNITED STATES. THE PLACING SHARES HAVE NOT BEEN AND WILL NOT BE
REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMED
(THE "SECURITIES ACT"), OR UNDER THE SECURITIES LAWS OF ANY STATE
OR OTHER JURISDICTION OF THE UNITED STATES, AND MAY NOT BE OFFERED,
SOLD OR TRANSFERRED, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE
UNITED STATES EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A
TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE
SECURITIES ACT AND IN COMPLIANCE WITH ANY APPLICABLE SECURITIES
LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES. THERE
IS NO INTENTION TO REGISTER THE PLACING SHARES IN THE UNITED STATES
OR TO MAKE A PUBLIC OFFERING IN THE UNITED STATES. ANY SALE OF THE
PLACING SHARES IN THE UNITED STATES WILL BE MADE SOLELY TO
"QUALIFIED INSTITUTIONAL BUYERS" AS DEFINED IN RULE 144A IN
RELIANCE ON AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE
U.S. SECURITIES ACT.
About Bexmarilimab
Bexmarilimab is Faron's wholly-owned, investigative precision
immunotherapy with the potential to provide permanent immune
stimulation for difficult-to-treat cancers through targeting
myeloid cell function. A novel anti-Clever-1 humanised antibody,
bexmarilimab targets Clever-1 positive (Common Lymphatic
Endothelial and Vascular Endothelial Receptor 1) tumour associated
macrophages (TAMs) in the tumour microenvironment, converting these
highly immunosuppressive M2 macrophages to immune stimulating M1
macrophages. In mouse models, bexmarilimab has successfully blocked
or silenced Clever-1, activating antigen presentation and promoting
interferon gamma secretion by leukocytes. Additional pre-clinical
studies have proven that Clever-1, encoded by the Stabilin-1 or
STAB-1 gene, is a major source of T cell exhaustion and involved in
cancer growth and spread. Observations from clinical studies to
date indicate that Clever-1 has the capacity to control T cell
activation directly, suggesting that the inactivation of Clever-1
as an immune suppressive molecule could be more broadly applicable
and more important than previously thought. As an immuno-oncology
therapy, bexmarilimab has potential as a single-agent therapy or in
combination with other standard treatments including immune
checkpoint molecules in both solid tumors and hematologic
malignancies. Beyond immuno-oncology, it offers potential in
infectious diseases, vaccine development and more.
About Faron Pharmaceuticals Ltd.
Faron (AIM: FARN, First North: FARON) is a clinical stage
biopharmaceutical company developing novel treatments for medical
conditions with significant unmet needs caused by dysfunction of
our immune system. The Company currently has a pipeline based on
the receptors involved in regulation of immune response in
oncology, organ damage and bone marrow regeneration. Bexmarilimab,
a novel anti-Clever-1 humanized antibody, is its investigative
precision immunotherapy with the potential to provide permanent
immune stimulation for difficult-to-treat cancers through targeting
myeloid function. Currently in Phase I/II clinical development as a
potential therapy for patients with solid tumors and hematologic
malignancies, bexmarilimab has potential as a single-agent therapy
or in combination with other standard treatments including immune
checkpoint molecules. Traumakine is an investigational intravenous
(IV) interferon beta-1a therapy for the treatment of acute
respiratory distress syndrome (ARDS) and other ischemic or
hyperinflammatory conditions. Traumakine is currently being
evaluated by the 59th Medical Wing of the US Air Force and the US
Department of Defense for the prevention of multiple organ
dysfunction syndrome (MODS) after ischemia-reperfusion injury
caused by a major trauma. Faron is based in Turku, Finland. Further
information is available at www.faron.com .
About The Leukemia & Lymphoma Society and Therapy
Acceleration Program(R) (TAP)
The Leukemia & Lymphoma Society(R) (LLS) is a global leader
in the fight against cancer. The LLS mission is to cure leukemia,
lymphoma, Hodgkin's disease and myeloma, and improve the quality of
life of patients and their families. LLS TAP is a strategic
initiative that builds business alliances and collaborations with
biotechnology companies and academic researchers to identify
potential breakthrough therapies with the ability to change the
standard of care. LLS TAP funds late-stage preclinical studies, and
proof of concept or registrational clinical trials to help advance
therapeutics along the drug development and approval pathway. LLS
TAP accepts funding applications on a rolling basis from companies
with innovative science that has a high potential to improve
patient lives. To learn more, visit
www.LLS.org/therapy-acceleration-program . Follow LLS on Facebook ,
Twitter , and Instagram .
IMPORTANT INFORMATION
Market Abuse Regulation
Market soundings, as defined in Regulation (EU) No 596/2014
("MAR"), were taken in respect of the Placing with the result that
certain persons became aware of inside information, as permitted by
MAR. That inside information in relation to the Placing is set out
in this announcement and has been disclosed as soon as possible in
accordance with paragraph 7 of article 17 of MAR. Therefore, those
persons that received inside information in such market sounding
are no longer in possession of inside information relating to the
Company and its securities.
This announcement contains inside information for the purposes
of Article 7 of MAR and Article 7 of UK MAR.
MiFID II
Solely for the purposes of the product governance requirements
contained within: (a) EU Directive 2014/65/EU on markets in
financial instruments, as amended ("MiFID II"); (b) Articles 9 and
10 of Commission Delegated Directive (EU) 2017/593 supplementing
MiFID II; and (c) local implementing measures (together, the "MiFID
II Product Governance Requirements"), and disclaiming all and any
liability, whether arising in tort, contract or otherwise, which
any "manufacturer" (for the purposes of the MiFID II Product
Governance Requirements) may otherwise have with respect thereto,
the Placing Shares have been subject to a product approval process,
which has determined that the Placing Shares are: (i) compatible
with an end target market of: (a) retail investors, (b) investors
who meet the criteria of professional clients and (c) eligible
counterparties (each as defined in MiFID II); and (ii) eligible for
distribution through all distribution channels as are permitted by
MiFID II (the "Target Market Assessment"). Notwithstanding the
Target Market Assessment, distributors should note that: the price
of the Placing Shares may decline and investors could lose all or
part of their investment; the Placing Shares offer no guaranteed
income and no capital protection; and an investment in the Placing
Shares is compatible only with investors who do not need a
guaranteed income or capital protection, who (either alone or in
conjunction with an appropriate financial or other adviser) are
capable of evaluating the merits and risks of such an investment
and who have sufficient resources to be able to bear any losses
that may result therefrom. The Target Market Assessment is without
prejudice to the requirements of any contractual, legal or
regulatory selling restrictions in relation to the offer.
Caution regarding forward-looking statements
Certain statements in this announcement are, or may be deemed to
be, forward-looking statements. Forward-looking statements are
identified by their use of terms and phrases such as "believe",
"could", "should", "expect", "envisage", "estimate", "intend",
"may", "plan", "potentially", "will" or the negative of those,
variations or comparable expressions, including references to
assumptions. These forward-looking statements are not based on
historical facts but rather on the Directors' current expectations
and assumptions regarding the Company's future growth, results of
operations, performance, future capital and other expenditures
(including the amount, nature and sources of funding thereof),
competitive advantages, business prospects and opportunities. Such
forward-looking statements reflect the Directors' current beliefs
and assumptions and are based on information currently available to
the Directors.
A number of factors could cause actual results to differ
materially from the results and expectations discussed in the
forward-looking statements, many of which are beyond the control of
the Company. In addition, other factors which could cause actual
results to differ materially include the ability of the Company to
successfully licence its programmes, risks associated with
vulnerability to general economic and business conditions,
competition, environmental and other regulatory changes, actions by
governmental authorities, the availability of capital markets or
other sources of funding, reliance on key personnel, uninsured and
underinsured losses and other factors. Although any forward-looking
statements contained in this announcement are based upon what the
Directors believe to be reasonable assumptions, the Company cannot
assure investors that actual results will be consistent with such
forward-looking statements. Accordingly, readers are cautioned not
to place undue reliance on forward-looking statements. Subject to
any continuing obligations under applicable law or any relevant AIM
Rule requirements, in providing this information the Company does
not undertake any obligation to publicly update or revise any of
the forward-looking statements or to advise of any change in
events, conditions or circumstances on which any such statement is
based.
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