Placing, Open Offer and Notice of General Meeting
NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA, THE RUSSIAN FEDERATION, THE REPUBLIC OF IRELAND OR JAPAN OR IN ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY APPLICABLE LAW. THIS ANNOUNCEMENT IS NOT AN OFFER TO SELL OR A SOLICITATION TO BUY SECURITIES IN ANY JURISDICTION, INCLUDING THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA, THE RUSSIAN FEDERATION, THE REPUBLIC OF IRELAND OR JAPAN. NEITHER THIS ANNOUNCEMENT NOR ANYTHING CONTAINED HEREIN SHALL FORM THE BASIS OF, OR BE RELIED UPON IN CONNECTION WITH, ANY OFFER OR COMMITMENT WHATSOEVER IN ANY JURISDICTION.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION 2014/596/EU. IN ADDITION, MARKET SOUNDINGS WERE TAKEN IN RESPECT OF THE MATTERS CONTAINED IN THIS ANNOUNCEMENT, WITH THE RESULT THAT CERTAIN PERSONS BECAME AWARE OF SUCH INSIDE INFORMATION. UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN AND SUCH PERSONS SHALL THEREFORE CEASE TO BE IN POSSESSION OF INSIDE INFORMATION.
28 May 2019
Diurnal Group plc (AIM: DNL), the specialty pharmaceutical company targeting patient needs in chronic endocrine (hormonal) diseases, today announces a conditional placing (the “Placing”) of new ordinary shares in the Company and launch of an Open Offer, in order to raise funds to progress the development and commercialisation of the Company’s products.
Highlights
Diurnal has conditionally raised approximately £5.35 million before expenses by the placing of 20,576,924 Placing Shares at a price of 26 pence per Placing Share.
The Company is also making an Open Offer, for up to 3,857,617 million new Ordinary Shares, to raise up to approximately £1.00 million, on the basis of 1 Open Offer Share for every 16 Existing Ordinary Shares held by Qualifying Shareholders at the Record Date. The Open Offer will provide Qualifying Shareholders with the opportunity to subscribe for new Ordinary Shares from the date of this announcement to 13 June 2019.
The net proceeds of the Placing and Open Offer will be used to progress the development and commercialisation of Diurnal’s products, including, inter alia:
Filing a Market Authorisation Application (MAA) for Chronocort® in Europe by end 2019;
Filing a New Drug Application (NDA) for Alkindi® in the US by end 2019;
Continuing the development of the European commercial organisation and roll-out of Alkindi® in Europe to maximise revenues; and
Progressing licensing discussions for Alkindi® and Chronocort® in the US and the rest of the world.
The Placing Price represents a discount of approximately 16.1 per cent. to the mid-market closing price of the Company’s Ordinary Shares on 24 May 2019, being the last practicable date prior to the date of this announcement.
The Placing and Open Offer are conditional upon, amongst other things, the passing of the Resolutions to be considered by Shareholders at the General Meeting to be held at 11.00 a.m. on 14 June 2019 at the offices of Eversheds Sutherland (International) LLP at 1 Wood Street, London EC2V 7WS. For the avoidance of doubt, the Placing is not conditional on the Open Offer.
The Company intends to publish the Circular setting out details of the Placing, the terms and conditions of the Open Offer and the Notice of General Meeting together with application forms for the Open Offer later today. The Circular will be available at this time on the Company's website at www.diurnal.co.uk
The expected timetable of the principal events is set out in Appendix II.
Martin Whitaker, PhD, Chief Executive Officer of Diurnal, commented:
“Diurnal has continued to make strong progress across its business, including the successful launch of Alkindi® in Europe and confirmation of the regulatory paths for Chronocort® in Europe and Alkindi® in the US, where regulatory submissions are planned for Q4 2019. The funds raised will allow us to progress our vision of becoming a world-leading specialty pharma company in endocrinology, in particular to support the commercial infrastructure for the further roll-out of Alkindi® in Europe, paving the way for the expected future launch of Chronocort®, and to secure partnerships for Alkindi® and Chronocort® outside of Europe.”
This summary should be read in conjunction with the full text of the following announcement.
For further information, please visit www.diurnal.co.uk or contact:
Diurnal Group plc +44 (0)20 3727 1000
Martin Whitaker, Chief Executive Officer
Richard Bungay, Chief Financial Officer
Panmure Gordon (UK) Limited (Nominated Adviser and Joint Broker) +44 (0) 20 7886 2500
Corporate Finance: Freddy Crossley, Emma Earl
Corporate Broking: James Stearns
Cantor Fitzgerald Europe (Joint Broker) +44 (0) 20 7894 7000
Corporate Finance: Phil Davies, Will Goode, Michael Boot
Healthcare Equity Sales: Andrew Keith
FTI Consulting +44 (0)20 3727 1000
Simon Conway
Victoria Foster Mitchell
Notes to Editors
About Diurnal Group plc
Founded in 2004, Diurnal is a UK-based specialty pharma company developing high quality products for the global market for the life-long treatment of chronic endocrine conditions, including Congenital Adrenal Hyperplasia and Adrenal Insufficiency. Its expertise and innovative research activities focus on circadian-based endocrinology to yield novel product candidates in the rare and chronic endocrine disease arena.
For further information about Diurnal, please visit www.diurnal.co.uk Date of Preparation: May 2019 Code: CORP-GB-0033