AIM Schedule One - Ven Life Sciences Holdings plc (3315C)
June 14 2019 - 6:00AM
UK Regulatory
TIDMVENN
RNS Number : 3315C
AIM
14 June 2019
ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION
IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM
RULES")
COMPANY NAME:
Venn Life Sciences Holdings plc
COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY
TRADING ADDRESS (INCLUDING POSTCODES) :
Registered Office:
PO Box W1J 6BD, Berkley Square House, 2(nd) Floor, Mayfair,
London, W1J 8DJ
Trading Office:
19 Railway Road, Dalkey, Dublin, Ireland
COUNTRY OF INCORPORATION:
England and Wales
COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED
BY AIM RULE 26:
www.vennlifesciences.com/ and with effect from Admission, www.openorphan.com
COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR,
IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING
POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE
TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:
This is a reverse takeover under Rule 14.
Open Orphan is Clinical Research Organisation that specialises
in rare and orphan drugs. The headquarters are in Dublin, Ireland
and the company also has offices in France, the Netherlands
and Germany.
DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS
AS TO TRANSFER OF THE SECURITIES (i.e. where known, number
and type of shares, nominal value and issue price to which
it seeks admission and the number and type to be held as treasury
shares):
Number of ordinary shares of 0.1 pence each in nominal value
("Ordinary Shares") for which Admission will be sought: 253,493,259
Placing price per Ordinary Share: 5.6 pence
The are no restrictions as to the transferability of the Ordinary
Shares and no Ordinary Shares will be held in treasury.
CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING)
AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:
Capital to be raised on admission: GBP4.5 million
Anticipated market capitalisation on admission: GBP14.1 million
PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:
31.1%
DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH
THE AIM SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE
OR WILL BE ADMITTED OR TRADED:
Euronext Growth
FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS
(underlining the first name by which each is known or including
any other name by which each is known):
Directors:
Brendan Buckley, Non-executive Chairman
Cathal Friel, Chief Executive Officer
Christian Milla, Chief Operating Officer
Tony Richardson, Corporate Development Officer
Michael Ryan, Senior non-executive Director
Proposed Director:
Maurice Treacy, Executive Director
FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED
AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER
ADMISSION (underlining the first name by which each is known
or including any other name by which each is known):
Before Admission
Name Number of Ordinary Percentage of issued
Shares share capital
Livingbridge VC LLP 13,081,337 18.3%
------------------- ---------------------
Kees Groen 4,780,320 6.7%
------------------- ---------------------
Calculus 4,696,461 6.6%
------------------- ---------------------
After Admission
Name Number of Ordinary Percentage of issued
Shares share capital
Cathal Friel 41,046,981 16.2%
------------------- ---------------------
Tony Richardson 16,313,388 6.4%
------------------- ---------------------
Livingbridge VC LLP 13,081,337 5.2%
------------------- ---------------------
Miton Asset Management 8,928,571 3.5%
------------------- ---------------------
Crux Asset Management 8,928,571 3.5%
------------------- ---------------------
Brendan Buckley 7.845,860 3.1%
------------------- ---------------------
NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE
2, PARAGRAPH (H) OF THE AIM RULES:
n/a
(i) ANTICIPATED ACCOUNTING REFERENCE DATE
(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION
DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited
interim financial information)
(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS
PURSUANT TO AIM RULES 18 AND 19:
(i) 31 December
(ii) 31 December 2018
(iii) 30 June 2019 due 30 September 2019, 31 December 2019
due 30 June 2020, 30 June 2020 due September 2020
EXPECTED ADMISSION DATE:
28 June 2019
NAME AND ADDRESS OF NOMINATED ADVISER:
Arden Partners plc
125 Old Broad Street
London
EC2N 1AR
NAME AND ADDRESS OF BROKER:
Arden Partners plc
125 Old Broad Street
London
EC2N 1AR
OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE
(POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE
AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL
DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:
A copy of the admission document containing full details about
the applicant and the admission of its securities will be available
on the Company's website, www.vennlifesciences.com
THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO
APPLY
The QCA Corporate Governance Code 2018 published by the Quoted
Companies Alliance
DATE OF NOTIFICATION:
14 June 2019
NEW/ UPDATE:
New
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END
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