APTAMER GROUP PLC — Capital/Financing Update 2021

Dec 16, 2021

National Storage Mechanism | Additional information

RNS Number : 8163V

Aptamer Group PLC

16 December 2021

NOT FOR PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA, THE REPUBLIC OF IRELAND OR ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.  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 ABSENT REGISTRATION UNDER THAT ACT OR AN AVAILABLE EXEMPTION FROM IT. THERE WILL BE NO PUBLIC OFFERING OF SECURITIES IN THE UNITED STATES.

This announcement is not an admission document or a prospectus and does not constitute or form part of, and should not be construed as, an offer of securities for subscription or sale in any jurisdiction nor should it be relied upon in connection with any contract or commitment whatsoever. Investors should not subscribe for or purchase any securities referred to in this announcement except in compliance with applicable securities laws and regulations and on the basis of the information in Aptamer Group plc's ("Aptamer" or the "Company") Admission Document dated 16 December 2021 (the "Admission Document") and any supplement thereto, intended to be published by the Company, in connection with the proposed placing of new ordinary shares of 0.1 pence each ("Ordinary Shares") and the proposed admission of all of its Ordinary Shares to trading ("Admission") on the AIM market ("AIM") of London Stock Exchange plc. The full terms and conditions of the Placing and Admission are set out in the Admission Document.  All defined terms used in this announcement have the meanings set out in the Company's AIM Admission Document dated 16 December 2021, which will be available on the Company's website www.aptamergroup.com/investors.

16 December 2021

Aptamer Group plc

("Aptamer", the "Company" or the "Group")

PLACING AND PROPOSED ADMISSION TO TRADING ON AIM

Initial Public Offering to support company's development, accelerate growth and gain market share of the affinity ligand market

Aptamer Group plc, the developer of novel Optimer® binders to enable innovation in the life sciences industry, is pleased to announce its proposed Admission to trading on AIM and its conditional placing of 9,202,094 new Ordinary Shares (the "New Shares"), at a price of 117 pence per share (the "Placing Price") with institutional and other investors. Based on the Placing Price, the Company's market capitalisation on Admission will be approximately £80.7 million.

The full terms and conditions of the Placing and Admission are set out in the Admission Document. 

Liberum is acting as Sole Bookrunner and Broker and Spark Advisory Partners is acting as Nominated Adviser in relation to the Placing and Admission.

Aptamer Group highlights

• Aptamer is a leader in the provision of aptamer discovery selection services and the development of aptamer-based reagents
• Aptamer solves intractable problems for biotech and big pharma by developing molecular binders called aptamers, as an alternative to antibodies which fail to perform 50% - 60% of the time
• Aptamers are a disruptive technology and next generation affinity ligand in the well-established global antibody market, which is worth over $145.7bn per annum (2021) and expected to reach $248.9bn by 2026
• The aptamer market is set to expand rapidly over the next five to 10 years into a multi-billion dollar world-wide market and is forecast to grow at 18-28% per annum
• Aptamer operates across three life science sectors: custom services (research and bioprocessing tools), diagnostics and therapeutics 
• The Group has an existing blue-chip customer base and has supplied or collaborated with 75% of the global top 20 pharmaceutical companies
• Aptamer has a scalable automated platform that allows rapid, high capacity aptamer discovery and development in a reliable manner to offer customers higher quality binders with cost savings on the developed aptamer products   
• Aptamer has seen organic revenue growth of 400% over the past four years, with upfront deal values ranging from £50,000 to £3.8 million 
• Strong IP position that provides future upside potential through licensing and milestone payments

IPO highlights

• Aptamer's market capitalisation on Admission will be approximately £80.7 million, based on the Placing Price
• Immediately following Admission, the issued share capital of the Company will be 68,941,694 ordinary shares of which 9,202,094 New Shares have been placed with new investors
• The Placing of the New Shares is expected to raise gross proceeds of £10.8 million for the Company
• Admission and the commencement of dealings on AIM are expected to take place at 08:00 a.m. on 22December 2021 under the ticker "APTA"
• Full details of the Placing are included in the Admission Document published and will be available on the Company's website at: www.aptamergroup.com/investors/ 

Arron Tolley, Chief Executive Officer of Aptamer Group, commented: "I am pleased to announce that Aptamer has successfully raised £10.8 million ahead of our listing on AIM and we look forward to the commencement of trading on 22 December 2021. Aptamer is a leader in the provision of aptamer discovery selection services and the development of aptamer-based reagents.

Our proprietary Optimer® technology is being commercialised and being used by 75% of the top 20 global pharmaceutical companies. This funding will allow our technology to be truly disruptive to the well-established global antibody market, which is currently worth over $145.7bn per annum. I am highly excited by the growth prospects for Aptamer in the next generation affinity ligand market and am delighted to welcome our new institutional shareholders and thank our existing ones for their support as the company has grown."

Optimer® Technology

• The Group has developed novel, proprietary aptamer technology, known as Optimer® binders, which offer further performance and commercial benefits in addition to those of standard aptamers
• Aptamer has the advantage of three distinct classes of targets: (i) small molecules, (ii) proteins and peptides, and (iii) cells or tissues, a significant differentiator from competitors
• The ability to bind in a predictable, measurable and controllable way to such targets creates opportunities in diagnostics, therapeutics, bioprocessing and research applications
• Aptamer is led by cofounders Dr Arron Tolley, Chief Executive Officer and Dr David Bunka, Chief Technical Officer, who between them have 35 years of aptamer related experience

Strategy

Aptamer provides contract research services on a fee-for-service basis. In addition to being paid for the development work that it undertakes, the Group's model is to seek to retain the intellectual property in relation to each of the aptamer and Optimer® binders resulting from contract research work. Therefore, when a customer takes a particular binder(s) forward to further development stages, commercialisation or uses it in its own platforms, Aptamer will generate ongoing longer-term royalty and licence fee income in all business areas, including diagnostics, therapeutics, research applications and bioprocessing. The potential upside from royalty and licence fee income can be very significant. Underpinning its ambitions, the Group has a defined growth strategy which incorporates:

• Diverse revenue streams: The Group's business model is to provide contract research services on a fee-for-service basis plus longer term upside potential from ongoing royalty and licensing revenues
  • Within Aptamer Solutions, revenues are generated on a fee-for-service basis with the potential for licence fee income through retained intellectual property
  • Aptamer Diagnostics' revenue model comprises an initial fee-for-service, with potential for ongoing licence fees, milestone payments, technology transfer and success fees
  • Aptamer Therapeutics' revenue model comprises an initial fee-for-service, with potential for ongoing licence fees, milestone payments, technology transfer and success fees 
• Preparations for growing aptamer demand: Aptamer's Board believes there is increasing demand for aptamers from pharma companies and developers of platform technologies. The Group intends to remain at the forefront of aptamer technologies and has developed high throughput capabilities, which allows it to generate aptamers against large numbers of targets in parallel
• Strong intellectual property basis: In addition to being paid for development work, the Group's model is to retain the intellectual property in relation to each of the aptamer and Optimer® binders resulting from contract research work
• Innovative technology: Aptamer has acquired patent rights to a novel nucleotide technology platform, which increases the Group's addressable market by broadening the range of potential targets

- ENDS -

For further information, please contact:

Aptamer Group plc

Dr Arron Tolley - CEO / Dr David Bunka - CTO /

Eleanor Courtman-Stock - CFO                                                  +44 (0) 19 0456 7790                 

Liberum Capital Limited - Sole Bookrunner and Broker

Richard Lindley / Ben Cryer / Will Hall / Cara Murphy                 +44 (0) 20 3100 2000

SPARK Advisory Partners Limited - Nominated Adviser  

Andrew Emmott                                                                           +44 (0) 20 3368 3550

Consilium Strategic Communications

Matthew Neal / Sukaina Virji / Lucy Featherstone                       +44(0)20 3709 5700

aptamergroup@consilium-comms.com

About Aptamer Group plc

Aptamer develops custom affinity binders through its proprietary Optimer® platform to enable new approaches in therapeutics, diagnostics and research applications. The Company strives to deliver transformational solutions that meet the needs of life science researchers and developers through the use of its proprietary Optimer platform.

Optimer binders are oligonucleotide affinity ligands that can function as an antibody alternative. The global antibody market is currently worth over $145bn. Optimer binders are engineered to address many of the issues found with alternative affinity molecules, such as antibodies, and offer new, innovative solutions to bioprocessing, diagnostic and pharmaceutical scientists.

Aptamer Group has successfully delivered projects for global pharma companies, diagnostic development companies, and research institutes covering a range of targets and applications with the objective of establishing royalty-bearing licenses. Through the unique Optimer technology and processes, scientists and collaborators are enabled to make faster, more informed decisions that support discovery and development across the Life Sciences.

FORWARD LOOKING STATEMENTS

This announcement contains statements that are, or may be deemed to be, "forward-looking statements". In some cases, these forward-looking statements can be identified by the use of forward-looking terminology, including, without limitation, the terms "anticipate", "believes", "could", "would", "envisage", "estimate", "expect", "aim", "intend", "may", "plan", "project", "target", "should", "will" or, in each case, their negative or other variations or comparable terminology. These forward-looking statements relate to matters that are not historical facts. They appear in a number of places throughout this announcement and include statements regarding the intentions, beliefs and current expectations of the Company or the Directors and the Proposed Directors concerning, amongst other things, the results of operations, financial condition, liquidity, prospects, growth, objectives and strategies of the Company and the industry in which the Group operates. Though the Company believes these expectations and beliefs to be reasonable at the date of this announcement, they may prove to be erroneous. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance. The actual results, performance or achievements of the Company or developments in the industry in which the Group operates may differ materially from the future results, performance or achievements or industry developments expressed or implied by the forward-looking statements contained in this announcement. The forward-looking statements contained in this announcement speak only as at the date of this announcement. The Company expressly disclaims any undertaking or obligation to update or revise publicly the forward looking statements contained in this announcement to reflect any change in expectations or to reflect events or circumstances occurring or arising after the date of this announcement, except as required in order to comply with its legal and regulatory obligations (including under the AIM Rules for Companies).

IMPORTANT NOTICES

This announcement does not constitute, or form part of, any offer or invitation to sell, allot or issue, or any solicitation of any offer to purchase or subscribe for, any securities in the Company in any jurisdiction nor shall it, or any part of it, or the fact of its distribution, form the basis of, or be relied on in connection with or act as an inducement to enter into, any contract or commitment therefor.

Recipients of this announcement who are considering subscribing for or acquiring Ordinary Shares are reminded that any such acquisition or subscription must be made only on the basis of the information contained in the final Admission Document, which may be different from the information contained in this announcement. No reliance may be placed, for any purpose whatsoever, on the information or opinions contained in this announcement or on its accuracy, fairness or completeness. To the fullest extent permitted by applicable law or regulation, no undertaking, representation or warranty, express or implied, is given by or on behalf of the Company, Liberum Capital Limited ("Liberum") or SPARK Advisory Partners Limited ("Spark"), or their respective parent or subsidiary undertakings or the subsidiary undertakings of any such parent undertakings or any of their respective directors, officers, partners, employees, agents, affiliates, representatives or advisers or any other person as to the accuracy, sufficiency, completeness or fairness of the information, opinions or beliefs contained in this announcement and, save in the case of fraud, no responsibility or liability is accepted by any of them for any errors, omissions or inaccuracies in such information, opinions or beliefs or for any loss, cost or damage suffered or incurred, howsoever arising, from any use, as a result of the reliance on, or otherwise in connection with, this announcement. Liberum and Spark, which, in each case, are authorised and regulated by the Financial Conduct Authority are acting only for the Company in connection with the proposed Placing and Admission and are not acting for or advising any other person, or treating any other person as their respective client, in relation thereto and will not be responsible for providing the regulatory protection afforded to clients of Liberum or Spark, or advice to any other person in relation to the matters contained herein. Such persons should seek their own independent legal, investment and tax advice as they see fit. Spark's responsibilities, as the Company's nominated adviser under the AIM Rules for Nominated Advisers and AIM Rules for Companies will be owed solely to the London Stock Exchange and not to the Company, to any of its directors or to any other person in respect of a decision to subscribe for or otherwise acquire Ordinary Shares in reliance on the Admission Document. No representation or warranty, express or implied, is made by Liberum, Spark or the Company or their respective affiliates as to any of its contents.

This announcement is only addressed to, and directed at, persons in member states of the European Economic Area who are qualified investors ("Qualified Investors") within the meaning of Article 2 (e) of the Prospectus Regulation (EU) 2017/1129 ("Prospectus Regulation"). In the United Kingdom, this announcement is addressed to and directed only at "qualified investors" within the meaning of Article 2(e) of the Prospectus Regulation, as it forms part of English law by virtue of the European Union (Withdrawal) Act 2018 (as amended) and regulations made under that Act, who are (i) persons having professional experience in matters relating to investments, i.e., investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "FPO"); (ii) high net-worth companies, unincorporated associations and other bodies within the meaning of Article 49 of the FPO; or (iii) persons to whom it is otherwise lawful to communicate it (together, "relevant persons"). Any investment activity in relation to the Placing is available only to and will be engaged in only with (i) in the United Kingdom, relevant persons and (ii) in any member state of the European Economic Area, Qualified Investors. It is not intended that this announcement be distributed or passed on, directly or indirectly, to any other class of person and under no circumstances should persons of any other description rely on or act upon the contents of this announcement.

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 Ordinary Shares have not been and will not be registered under the US 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. No securities commission or similar authority in Canada has in any way passed on the merits of the Ordinary Shares and any representation to the contrary is an offence. No document in relation to the proposed Placing has been, or will be, lodged with, or registered by, the Australian Securities and Investments Commission, and no registration statement has been, or will be, filed with the Japanese Ministry of Finance. Subject to certain exceptions, the Ordinary Shares may not be, directly or indirectly, offered, sold, taken up, delivered or transferred in or into or from any jurisdiction in which the same would be unlawful or offered or sold to a person within such a jurisdiction.

Neither this announcement nor any copy of it may be (i) taken or transmitted into or distributed, directly or indirectly, in the United States (within the meaning of regulations made under the US Securities Act of 1933, as amended), or (ii) taken or transmitted into, distributed, published, reproduced or otherwise made available or disclosed in Canada, Australia, Japan, New Zealand, the Republic of Ireland or the Republic of South Africa or to any resident thereof, except in compliance with applicable securities laws. Any failure to comply with these restrictions may constitute a violation of the securities laws or other laws of any such jurisdiction. The distribution of this announcement in other jurisdictions may be restricted by law and the persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions.

The date of Admission may be influenced by factors such as market conditions. There is no guarantee that the Placing and Admission will occur, and you should not base your financial decisions on the Company's intentions in relation to the Placing and Admission at this stage. Acquiring securities to which this announcement relates may expose an investor to a significant risk of losing all of the amount invested. The value of shares can decrease as well as increase. This announcement does not constitute a recommendation concerning the Placing. Persons considering an investment in such investments should consult an authorised person specialising in advising on such investments.

Certain figures in this announcement, including financial information, have been subject to rounding adjustments. Accordingly, in certain instances, the sum or percentage change of the numbers contained in this announcement may not conform exactly to the total figure given.

For the avoidance of doubt, the contents of the Company's website is not incorporated by reference into, and do not form part of, this announcement.

This information is provided by Reach, the non-regulatory press release distribution service of RNS, part of the London Stock Exchange. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

Reach is a non-regulatory news service. By using this service an issuer is confirming that the information contained within this announcement is of a non-regulatory nature. Reach announcements are identified with an orange label and the word “Reach” in the source column of the News Explorer pages of London Stock Exchange’s website so that they are distinguished from the RNS UK regulatory service. Other vendors subscribing for Reach press releases may use a different method to distinguish Reach announcements from UK regulatory news.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.

END

NRATABBTMTBBTLB