Result of Open Offer
06 April 2021
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 it has conditionally
raised total gross proceeds of £2.0 million through the Open Offer announced on 15 March 2021, representing the full amount proposed under the Open Offer.
Accordingly, the Company has conditionally raised total gross proceeds of approximately £27.0 million (before expenses) in aggregate by way of the Placing, Subscription and Open Offer.
Applications have been made to the London Stock Exchange for the admission of 44,932,142 New Ordinary Shares to trading on AIM. This comprises: (i) 2,484,425 Firm Placing Shares; (ii) 12,515,571 Conditional EIS/VCT Placing Shares; (iii) 4,530,666 Subscription
Shares; (iv) 22,135,991 Conditional General Placing Shares; and (v) 3,265,489 Open Offer Shares. The New Ordinary Shares will rank pari passu with the Existing Ordinary Shares.
Admission of the Firm Placing Shares occurred on 31 March 2021. Admission of the Conditional EIS/VCT Placing Shares is expected to occur on 7 April 2021 with admission of the Conditional General Placing Shares, Subscription Shares and Open Offer Shares
expected to occur on 8 April 2021. Admission of all of the New Ordinary Shares other than the Firm Placing Shares is subject to Shareholders passing the Resolutions at the General Meeting to be held today.
Richard Hullihen, Chief Executive Officer of Polarean, commented: "Our thanks go to the shareholders that participated in this Open Offer, which has resulted in a total of £27 million gross proceeds being raised in this significantly over-subscribed fundraising. The net proceeds of the Fundraise will allow us to prepare for commercialisation and launch post approval of our proprietary drug-device combination in the United States, and we are very excited to pursue this next chapter in the Company’s journey."
Following admission of the Firm Placing Shares on 31 March 2021, the Company's issued total ordinary share capital comprises 166,117,636 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.
Unless otherwise stated, the capitalised terms used in this announcement have the same meanings as in the announcement of the Transaction made by the Company on 15 March 2021.
|Polarean Imaging plc||www.polarean.com / www.polarean-ir.com|
|Richard Hullihen, Chief Executive Officer
Chuck Osborne, Chief Financial 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.