Result of General Meeting, Open Offer Update and Total Voting Rights
06 April 2021
Result of General Meeting
Polarean Imaging plc (AIM: POLX), the medical‑imaging technology company, with a proprietary drug‑device combination product using hyperpolarised xenon-129 gas to enhance magnetic resonance imaging (MRI) in pulmonary medicine, announces that at the General Meeting held earlier today all Resolutions proposed were duly passed by shareholders.
Accordingly, following the passing of the Resolutions at the General Meeting, and conditional on Second Admission and Third Admission, the Company has raised total gross proceeds of approximately £27 million from the Fundraising and following Third Admission will have allotted a total of 44,932,142 New Ordinary Shares.
First Admission of the 2,484,425 Firm Placing Shares occurred on 31 March 2021. Second Admission of 12,515,571 Conditional EIS/VCT Placing Shares is expected to occur on 7 April 2021 with the remaining 29,932,146 new Ordinary Shares comprised of the Subscription Shares, Conditional General Placing Shares and Open Offer Shares expected to be admitted on 8 April 2021.
Open Offer Update
The Company received valid applications from Qualifying Shareholders in respect of 5,252,861 Open Offer Shares representing an oversubscription of approximately 60.9 per cent. over the available 3,265,489 Open Offer Shares.
Qualifying Shareholders who have validly applied for Open Offer Shares will receive their full Basic Entitlement. Applications made under the Excess Application Facility will be scaled back pro-rata such that Qualifying Shareholders who applied for Excess Shares through the Excess Application Facility will receive 51.5% per cent. of the Excess Shares applied for.
Total Voting Rights
Following Third Admission on 8 April 2021, the Company's total issued ordinary share capital will comprise 208,565,353 Ordinary Shares, which may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the voting rights of the Company under the FCA's Disclosure Guidance and Transparency Rules.
A summary of the voting at the General Meeting will be made available on the Company's website at www.polarean.com.
Unless otherwise stated, the capitalised terms used in this announcement have the same meanings as in the announcement of the Fundraise made by the Company on 15 March 2021.
|Polarean Imaging plc||www.polarean.com / www.polarean-ir.com|
|Richard Hullihen, Chief Executive Officer |
Jonathan Allis, Chairman
|Via Walbrook PR|
|Stifel Nicolaus Europe Limited (NOMAD and Sole Corporate Broker)||+44 (0)20 7710 7600|
|Nicholas Moore / Ben Maddison / Samira Essebiyea (Healthcare Investment Banking)|
|Nick Adams / Fred Walsh (Corporate Broking)|
|Walbrook PR||Tel: +44 (0)20 7933 8780 or [email protected]|
|Paul McManus / Anna Dunphy||Mob: +44 (0)7980 541 893 / +44 (0)7876 741 001|
About Polarean (www.polarean.com)
The Company and its wholly owned subsidiary, Polarean, Inc. (together the "
Group") are revenue generating, medical drug-device combination companies operating in the high resolution medical imaging market.
The Group develops equipment that enables existing MRI systems to achieve an improved level of pulmonary function imaging and specialises in the use of hyperpolarised Xenon gas (
129Xe) as an imaging agent to visualise ventilation and gas exchange regionally in the smallest airways of the lungs, the tissue barrier between the lung and the bloodstream and in the pulmonary vasculature. Xenon gas exhibits solubility and signal properties that enable it to be imaged within other tissues and organs.
In October 2020, the Group submitted a New Drug Application (“
NDA”) to the FDA for hyperpolarised
129Xe used to evaluate pulmonary function and to visualise the lung using MRI. In December 2020, the Group received confirmation of acceptance of its NDA by the FDA, with a target PDUFA action date of 5 October 2021.
The Group operates in an area of significant unmet medical need and the Group's technology provides a novel diagnostic approach, offering a non-invasive and radiation-free functional imaging platform which is more accurate and less harmful to the patient than current methods. The annual burden of pulmonary disease in the US is estimated to be over US$150 billion.
This announcement may contain and the Company may make verbal statements containing "forward-looking statements" with respect to certain of the Company's plans and its current goals and expectations relating to its future financial condition, performance, strategic initiatives, objectives and results. Forward-looking statements sometimes use words such as "aim", "anticipate", "target", "expect", "estimate", "intend", "plan", "goal", "believe", "seek", "may", "could", "outlook" or other words of similar meaning. By their nature, all forward-looking statements involve risk and uncertainty because they relate to future events and circumstances which are beyond the control of the Company. As a result, the actual future financial condition, performance and results of the Company may differ materially from the plans, goals and expectations set forth in any forward-looking statements. Any forward-looking statements made in this announcement by or on behalf of the Company speak only as of the date they are made. The information contained in this announcement is subject to change without notice and except as required by applicable law or regulation, the Company expressly disclaims any obligation or undertaking to publish any updates or revisions to any forward-looking statements contained in this announcement to reflect any changes in the Company's expectations with regard thereto or any changes in events, conditions or circumstances on which any such statements are based.
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 announcement has been issued by, and is the sole responsibility of, the Company. 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 the directors or the Company, or by any of its or their respective partners, employees, advisers, 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.
Stifel Nicolaus Europe Limited ("Stifel
"), which is authorised and regulated in the United Kingdom by the FCA, is acting for the Company and no-one else in connection with the transactions and arrangements described in this announcement and will not regard any other person (whether or
not a recipient of this announcement) as a client in relation to the transactions and arrangements described in this announcement.
Stifel has not authorised the contents of, or any part of, this document and no liability whatsoever is accepted by Stifel, for the accuracy of any information or opinions contained in this announcement or for the omission of any information, nor does
it make any representation or warranty, express or implied, as to the accuracy of any information or opinions contained in this announcement or for the omission of any information. Stifel expressly disclaims all and any responsibility or liability
whether arising in tort, contract or otherwise which it might otherwise have in respect of this announcement. Stifel, as nominated adviser and broker to the Company, owes certain responsibilities to the London Stock Exchange which are not owed to
the Company or the Directors.
This announcement is not for publication or distribution, directly or indirectly, in or into the United States of America. This announcement is not an offer of securities for sale into the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.