TIDMTRX
RNS Number : 4234N
Tissue Regenix Group PLC
08 August 2017
THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED TO
CONSTITUTE INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE
MARKET ABUSE REGULATION (EU) NO. 596/2014. UPON THE PUBLICATION OF
THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE
IN THE PUBLIC DOMAIN.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES,
AUSTRALIA, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA.
The information contained herein is not for release, directly or
indirectly, in or into the United States of America, Australia,
Canada, Japan or the Republic of South Africa. This document (and
the information contained herein) does not contain or constitute an
offer of securities for sale, or solicitation of an offer to
purchase securities, in the United States, Australia, Canada, Japan
or the Republic of South Africa or any other jurisdiction where
such an offer or solicitation would be unlawful. The securities
referred to herein have not been and will not be registered under
the U.S. Securities Act of 1933, as amended (the "Securities Act"),
and may not be offered or sold in the United States unless the
securities are registered under the Securities Act, or pursuant to
an exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act. No public offering
of the securities will be made in the United States.
Tissue Regenix Group plc
("Tissue Regenix" or the "Company")
Result of General Meeting and Total Voting Rights
Leeds, 8 August 2017 - Tissue Regenix (AIM:TRX) is pleased to
announce that at the General Meeting held earlier today, all the
proposed resolutions set out in the circular dated 21 July 2017,
including those necessary to implement the Offer and the
Acquisition announced by the Company on 20 July 2017, were duly
passed.
Accordingly, the Company has applied to the London Stock
Exchange for 400,000,000 New Ordinary Shares to be admitted to
trading on AIM ("Admission"). It is expected that Admission will
occur at 8.00 a.m. on 9 August 2017.
Following admission of the 400,000,000 New Ordinary Shares to
trading on AIM, the total number of Ordinary Shares with voting
rights in issue will be 1,161,068,755.
Upon admission, the New Ordinary Shares will be issued, credited
as fully paid and will rank pari passu in all respects with the
existing Ordinary Shares of the Company.
Unless expressly defined in this announcement, all capitalised
terms used in this announcement have the meanings stated in the
announcement made on 20 July 2017.
For more Information:
Tissue Regenix Group plc Tel: 07920 272 441
Caitlin Pearson, Corporate Communications Director
Jefferies International Limited (Nomad and broker) Tel: 020 7029
8000
Simon Hardy
Lee Morton
Christopher Binks
WG Partners Tel: 020 3705
Claes Sprang / Nigel Barnes 9321
FTI Consulting Tel: 020 3727
Ben Atwell / Brett Pollard / Mo 1000
Noonan / Rob Winder
About Tissue Regenix
Tissue Regenix is a leading medical devices company in the field
of regenerative medicine. The company's patented decellularisation
('dCELL(R)') technology removes DNA and other cellular material
from animal and human tissue leaving an acellular tissue scaffold
which is not rejected by the patient's body which can then be used
to repair diseased or worn out body parts. The potential
applications of this process are diverse and address many critical
clinical needs such as vascular disease, heart valve replacement
and knee repair.
Tissue Regenix was formed in 2006 when it was spun-out from the
University of Leeds. The company commercialises academic research
conducted by our partners around the World.
In November 2012 Tissue Regenix Group plc set up a subsidiary
company in the United States - 'Tissue Regenix Wound Care Inc.', as
part of its commercialisation strategy for its dCELL(R) technology
platform.
Important Notice
This announcement has been issued by, and is the sole
responsibility of, the Company. This announcement is for
information only and does not constitute an offer or invitation to
underwrite, subscribe for or otherwise acquire or dispose of any
securities or investment advice in any jurisdiction in which such
an offer or solicitation is unlawful, including without limitation,
the United States, Australia, Canada, the Republic of South Africa
or Japan.
No prospectus or admission document will be made available in
connection with the matters contained in this announcement.
Jefferies which is authorised and regulated in the United
Kingdom by the FCA, is acting for the Company and for no-one else
in relation to the Placing, and will not be responsible to any
other person for providing the protections afforded to its clients
nor for providing advice in connection with the matters contained
in this announcement. No representation or warranty, express or
implied, is or will be made as to, or in relation to, and no
responsibility or liability is or will be accepted by Jefferies, or
by any of its affiliates or agents, as to or in relation to, the
accuracy or completeness of this announcement or any other written
or oral information made available to or publicly available to any
interested party or its advisers, and any liability therefore is
expressly disclaimed.
The distribution of this announcement and the placing of the New
Ordinary Shares as set out in this announcement may be restricted
by law in certain jurisdictions. No action has been taken by the
Company or Jefferies that would permit an offering of the New
Ordinary Shares or possession or distribution of this announcement
or any other offering or publicity material relating to the New
Ordinary Shares in any jurisdiction where action for that purpose
is required Persons into whose possession this announcement comes
are required by the Company and Jefferies to inform themselves
about, and to observe, such restrictions. Any failure to comply
with these restrictions may constitute a violation of the
securities laws of any such jurisdiction.
This announcement is not for distribution, directly or
indirectly, in or into the United States (including its territories
and possessions, any State of the United States and the District of
Columbia).
This announcement does not constitute or form part of an offer
of, or solicitation to purchase or subscribe for, securities in the
United States. The New Ordinary Shares may not be offered, sold or
transferred, directly or indirectly, within the United States
absent registration under the US Securities Act of 1933 (the
"Securities Act") or an exemption therefrom. The Company has not
registered and does not intend to register any of the New Ordinary
Shares under the Securities Act. No money, securities or other
consideration is being solicited from any person inside the United
States and, if sent in response to the information herein, will not
be accepted. The New Ordinary Shares will not be offered or sold to
the public in the United States.
No statement in this announcement is intended to be a profit
forecast and no statement in this announcement should be
interpreted to mean that the earnings per share of the Company for
the current or future financial years would necessarily match or
exceed the historical published earnings per share of the
Company.
The price of Ordinary Shares and the income from them may go
down as well as up and investors may not get back the full amount
invested on disposal of the New Ordinary Shares.
Neither the content of the Company's website (or any other
website) nor the content of any website accessible from hyperlinks
on the Company's website (or any other website) is incorporated
into, or forms part of, this announcement.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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August 08, 2017 08:41 ET (12:41 GMT)
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