7 January
2025
Provexis
plc
('Provexis' or the
'Company')
Grant of Options and
Warrants
Provexis, the business that develops, licenses
and sells the proprietary, scientifically-proven Fruitflow®
heart-health functional food ingredient, announces today that it
has granted a total of 56,000,000 options (the 'Options') under the
Provexis 2005 Share Option Scheme and 58,730,000 warrants (the
'Warrants') over ordinary shares of 0.1 pence each in the Company
(the 'Ordinary Shares') to a director of the Company and to certain
scientific, sales and marketing consultants to the
Company.
Ian Ford, the Company's CEO, has been granted
30,000,000 Options which have an exercise price of 0.35 pence. The
balance of the Options and all of the Warrants have been granted to
the scientific, sales and marketing consultants to the Company and
have an exercise price of 0.20 pence. The closing mid-market price
of the Ordinary Shares on 6 January 2025, the working day prior to
the grants being made, was 0.67 pence.
The Options and the Warrants have been granted
following close dialogue between the Company and its larger
shareholders.
The Options and the Warrants are subject to
performance criteria (including share price appreciation) and they
are exercisable, subject to vesting, between 1 April 2027 and 10
years from the date of grant. The Options and Warrants will vest
immediately on a change of control of the Company.
Following the grant of 30,000,000 Options to Ian
Ford he holds the following options to acquire shares in the
Company:
|
Director
|
No. of options
granted
|
Existing no.
of
Options
held
|
Total no.
of options over Ordinary Shares ('Total Options')
|
Total
Options as a percentage of the Company's issued share
capital
|
|
Ian Ford - CEO
|
30,000,000
|
52,000,000
|
82,000,000
|
3.50%
|
Following the issue of the Options and the
Warrants: (i) the total number of new Ordinary Shares under share
options which could be issued if all of the performance criteria
are met is 234,500,000 Ordinary Shares, representing 10.0 per cent.
of the Company's issued share capital; and (ii) the total number of
new Ordinary Shares under warrants which could be issued if all of
the performance criteria are met is 58,730,000 Ordinary Shares,
representing 2.50 per cent. of the Company's issued share
capital.
Related Party
transaction
The grant of Options to Ian Ford is a related
party transaction pursuant to rule 13 of the AIM Rules for
Companies. Accordingly, the Directors, other than Ian Ford, having
consulted with the Company's nominated adviser, consider that the
terms of the transaction are fair and reasonable insofar as the
Company's shareholders are concerned.
For further information please
contact:
|
Provexis plc
Ian Ford, CEO
Dawson Buck, Chairman
|
Tel: 07490
391888
enquiries@provexis.com
|
|
Allenby Capital Limited (Nominated
Adviser and Broker)
Nick Naylor / Liz Kirchner / Lauren
Wright
|
Tel: 020 3328
5656
|
Notes for editors
About Provexis plc
AIM quoted Provexis is focused on the
development, licensing and sales of its proprietary,
scientifically-proven Fruitflow® heart-health functional food
ingredient.
Fruitflow is a natural, breakthrough ingredient
that helps with platelet aggregation. This helps promote normal
blood flow and circulation, which in turn benefits cardiovascular
health. Fruitflow helps the platelets to circulate freely and
smoothly throughout your blood, without sticking to one another or
to the blood vessels themselves. Freely flowing blood helps reduce
stress on your cardiovascular system.
Fruitflow is a highly concentrated form of
bioactives which is lycopene-free and contains over 30 known
anti-platelet compounds. Published clinical studies have shown that
Fruitflow works to maintain healthy blood flow in a similar way to
75mg aspirin but with a milder and reversible action; Fruitflow has
a similar antiplatelet effect to a single dose of aspirin - but
when taken daily, it has none of aspirin's side effects.
The science behind Fruitflow has been validated
by leading peer review publications and regulatory authorities.
Fruitflow is the only natural antiplatelet to have a health claim
approved by the European Food Safety Authority, stating that 150mg
of Fruitflow 'helps maintain normal platelet aggregation, which
contributes to healthy blood flow'.
Fruitflow has a number of specific health
benefits which have been reflected in separate patent filings for
the use of Fruitflow in:
·
mitigating exercise-induced inflammation;
·
managing blood pressure;
·
protecting against the adverse effects of air pollution on
the body's cardiovascular system. Laboratory work has shown that
Fruitflow can reduce the platelet activation caused by airborne
particulate matter, such as that from diesel emissions, by
approximately one third; and
·
conferring health benefits in modulating the gut microbiome
of humans, to include a reduction in TMAO, following the completion
of a successful human study which is further detailed here
www.dsm-firmenich.com/en/businesses/health-nutrition-care/news/press-releases/2023-01-20-new-study-reveals-dsms-fruitflow-activates-gut-heart.html.
Provexis sells a high quality dietary supplement
product containing Fruitflow and Omega-3 from its website
www.fruitflowplus.com
on a mail order basis. The product is also available to
purchase from Amazon.co.uk.
Provexis has been working with BYHEALTH, a
circa £2bn listed Chinese dietary supplement business, for more
than eight years to support the planned launch of a number of
Fruitflow based products in the Chinese market. Clinical studies
conducted in China are typically required to obtain the necessary
regulatory clearances in China, and a significant investment in
eight separate Fruitflow studies has been undertaken at BYHEALTH's
expense. Completed studies have shown excellent results in use for
Fruitflow, and they provide strong evidence for the efficacy of
Fruitflow on platelet function.
The Chinese regulatory system for functional
health food ingredients, such as Fruitflow, is governed by the
State Administration for Market Regulation (the 'SAMR') and it is
based on a defined list of permitted health function claims which
brand owners are permitted to use on product labels.
In August 2023 the Company was delighted to
report that BYHEALTH had submitted: i) the first application for a
new permitted health function claim and ii) some related product
registration applications.
The significance of these major developments
for Fruitflow in China is further outlined here
www.nutraingredients-asia.com/Article/2023/09/05/china-set-to-approve-new-function-claims-for-health-foods.
BYHEALTH has noted that it has been working on the project since
2015, with 'tens of millions of funds' (RMB) invested by BYHEALTH
in the research and development work.
Provexis was founded in 1999 and is
headquartered in Reading, Berkshire. Provexis' shares are traded on
the AIM market of the London Stock Exchange under the ticker symbol
PXS.
For further information, please visit
www.provexis.com
and www.fruitflowplus.com.
Notification and public disclosure
of transactions by persons discharging managerial responsibilities
and persons closely associated with them are set out below pursuant
to the EU Market Abuse regulation.
|
1
|
Details of the person discharging managerial responsibilities
/ person closely associated
|
|
a)
|
Name
|
Ian Ford - CEO
|
|
2
|
Reason for the notification
|
|
a)
|
Position/status
|
See 1 a) above
|
|
b)
|
Initial notification /
Amendment
|
Initial notification
|
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a)
|
Name
|
PROVEXIS PLC
|
|
b)
|
LEI
|
21380042E3Y3N9VZ6N48
|
|
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 the financial
instrument, type of instrument
Identification code
|
Ordinary Shares of 0.1p
each
ISIN: GB00B0923P27
|
|
b)
|
Nature of the transaction
|
Grant of options over ordinary
shares
|
|
c)
|
Price(s) and volume(s)
|
|
Director/PDMR
|
Price(s)
|
Volume(s)
|
|
Ian Ford - CEO
|
0.35p per
share
|
30,000,000
|
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
|
Price(s)
|
Volume(s)
|
|
0.35p per share
|
30,000,000
|
|
|
e)
|
Date of the transaction
|
7 January 2025
|
|
f)
|
Place of the transaction
|
Outside a trading venue
|