NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA (SUBJECT TO CERTAIN LIMITED EXCEPTIONS), AUSTRALIA, NEW ZEALAND, CANADA, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE UK VERSION OF THE MARKET ABUSE REGULATION (EU NO. 596/2014) AS IT FORMS PART OF UNITED KINGDOM DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("UK MAR").
TERMS NOT OTHERWISE DEFINED HEREIN SHALL HAVE THE MEANINGS GIVEN TO THEM IN THE COMPANY'S ANNOUNCEMENT RELEASED AT 09:19 A.M. 20 JANUARY 2021.
12 April 2021
InnovaDerma PLC
("InnovaDerma" or the "Company")
Expected Timetable of Events
Further to the announcement by InnovaDerma (LSE: IDP) on 20 January 2021 relating to the proposed Fundraising, the Company expects to publish and post a prospectus and circular relating to the Fundraising to Shareholders later today.
The Prospectus contains further details of the Fundraising and is expected to be approved by the FCA today. The Prospectus will also be made available on the Company's website at https://www.innovaderma.com/investor-relations/. The Prospectus will contain a notice of a general meeting, expected to be held at 10:00 a.m. on 29 April 2021. A further announcement will be made following approval and publication of the Prospectus.
Subscription Agreement
Further to the announcement of 20 January 2021, the Company also announces that Mark Ward has entered into a subscription agreement which means that, following shareholder approval, the Company's existing obligation to repay the £500,000 loan facility provided by Mark Ward will be satisfied by the issue to him of 1,428,571 Placing Shares at the Issue Price.
Open Offer
As set out in the announcement of 20 January 2021, the Company is proposing to raise a maximum of approximately £0.5 million (before expenses) (assuming full take up of the Open Offer) through the issue of up to 1,449,469 Open Offer Shares.
The Open Offer Shares will be made available to Qualifying Shareholders pursuant to the Open Offer at the Issue Price of 35 pence per Open Offer Share, payable in full on acceptance. Any Open Offer Shares not applied for by Qualifying Shareholders will be available to Qualifying Shareholders under an excess application facility.
Under the Open Offer, Qualifying Shareholders are being given the opportunity to subscribe for Open Offer Shares pro rata to their current holdings on the basis of:
1 Open Offer Share for every 12 Existing Shares
held by them and registered in their name on the Record Date (and so in proportion to any other number of Existing Shares then held) on the terms and subject to the conditions set out in the Prospectus.
Expected Timetable of Principal Events*
| | 2021 |
| Record date of Open Offer | 06:00 p.m. 8 April |
| Ex-entitlement date for Open Offer | 07:00 a.m. 12 April |
| Publication of Prospectus | 12 April |
| Open Offer entitlements and excess CREST Open Offer entitlements credited to stock accounts of qualifying CREST Shareholders in CREST | 08:00 a.m. 14 April |
| Latest recommended time and date for requesting withdrawal of Open Offer entitlements from CREST | 03:00 p.m. 21 April |
| Latest time and date for depositing Open Offer entitlements into CREST | 03:00 p.m. 22 April |
| Latest time and date for splitting application forms (to satisfy bona fide market claims only) | 03:00 p.m. 23 April |
| Latest time and date for receipt of forms of proxy and CREST voting instructions | 10:00 a.m. 27 April |
| Latest time and date for receipt of application forms and payment in full under the Open Offer and settlement of relevant CREST instructions (as appropriate) | 11:00 a.m. 27 April |
| General Meeting | 10:00 a.m. 29 April |
| Announcement of results of General Meeting and result of Open Offer | 29 April |
| Admission of Second Admission Shares | 08:00 a.m. 30 April |
| Second Admission Shares credited to CREST Members' accounts in respect | 30 April |
| Despatch of definitive share certificates in certified form | By week commencing 17 May |
Notes
*Assuming approval and publication of the Prospectus today
1. Each of the times and dates set out in the above timetable is subject to change by the Company (with the agreement of finnCap), in which event details of the new times and dates will be notified to London Stock Exchange plc and the Company will make an appropriate announcement to a Regulatory Information Service.
2. References to times are to London time (unless otherwise stated).
Further enquiries
| InnovaDerma Blake Hughes
|
c/o TB Cardew
|
| finnCap Group Geoff Nash/Kate Bannatyne/Edward Whiley Alice Lane/Charlotte Sutcliffe - Corporate Broking |
+44 (0)207 220 0500 www.finncap.com |
| TB Cardew Shan Shan Willenbrock/ Olivia Rosser |
+ 44 (0)7775 848537 + 44 (0)20 7930 0777
|
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