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greenem - Wed, 31 Dec 03 :

Scrutable, thank you for the interesting news about unfulfilled institutional demand, though I notice from the SEO thread that you're under the impression that "nearly half those eligible to participate in the placing failed to take up their allocations". Utterly wrong, but that bloody RNS was so badly worded it seemed almost designed to confuse.

The placing/offer had several aims, all of which were achieved with complete success.

Primarily the intention was of course to raise the capital required to build a cGMP film plant (many months ahead of the schedule assumed by all but the most impossibly optimistic of us prior to the AIM listing).

A secondary aim was to release stock to institutional investors. Institutional demand is such that Bioprogress could clearly have done a straightforward placing with no trouble at all - the offer doc. states plainly that ALL the offer shares had already been conditionally placed with institutional investors prior to the clawback offer to existing shareholders.

Because the board was keen for ordinary shareholders to be allowed to take part, they arranged this compromise 'clawback' deal. The share capital was to be increased by one sixth, so they offered each qualifying shareholder the opportunity to subscribe for 1 share for every 6 held.
The directors effectively disqualified themselves (they already have options anyway) so as to make some of the offering available to new institutional investors. Equally disqualified were some unfortunate foreign shareholders, due to the onerous restrictions of various regulatory authorities.

If it hadn't been for the desire to allow at least some participation by institutions, there's no doubt whatsoever that the company could have easily sold the entire offering to its existing shareholders, simply by allowing them to bid for shares in excess of their pro rata allocation.

The only failure in the whole exercise was that blasted announcement. A damned shame it didn't clearly spell out the total success achieved by this placing/offer.


.... and a happy, healthy & prosperous new year to all.


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