Update on Financing and Current Financial Position

Advanced Oncotherapy PLC

23 October 2023

 

Prior to publication, the information contained within this announcement was deemed by the Company to constitute inside information for the purposes of Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310. With the publication of this announcement, this information is now considered to be in the public domain.

23 October 2023

ADVANCED ONCOTHERAPY PLC

("Advanced Oncotherapy", "AVO" or the "Company")

Update on Financing Discussions and Current Financial Position

On 17 July 2023 Advanced Oncotherapy (AIM: AVO), the developer of next-generation proton therapy systems for cancer treatment, announced that it was exploring a recapitalisation plan aimed at providing a longer-term funding solution to support the commercial development of the LIGHT technology in a capital-intensive industry. Further to this announcement, and the subsequent announcement issued on 29 September 2023, the Company provides the following update in relation to its financing discussions and current financial position.

The Company has recently signed a non-binding term sheet with a third-party (the "Investor"). Under this envisaged transaction (the "Financing Transaction"), the Investor is expected to provide funding of up to c.$80 million which is intended to meet the Company's cashflow requirements through to the European certification of the LIGHT System. The treatment of first patients with LIGHT is now targeted for 2024 with certification of the LIGHT System to follow thereafter. The form and terms of this Financing Transaction will be subject to agreement on definitive documentation, satisfaction of conditions precedent and the obtaining of all requisite approvals and consents. It is anticipated the Financing Transaction will be a mixture of equity and debt financing. Discussions are progressing and further announcements on the Financing Transaction will be made at the appropriate time.

As previously announced the Company has been working on bridge financing to alleviate the Company's immediate financing needs. Discussions on bridge financing are ongoing and as part of these arrangements, the Company has raised £200,000 via a short-term four-month unsecured loan agreement with a new investor which carries interest at a rate of 1.25% p.m. In addition, the Company has raised £150,000 from an existing investor under its secured convertible loan note agreement. The terms are the same as those that were first announced on 1 March 2023. The Company continues to carefully manage its creditors whilst it aims to finalise the Financing Transaction.

As of 19 October 2023 the Company held cash of approximately £200,000. The current liabilities of the Company include £22 million owed to trade and other unsecured creditors and £39 million of financial debt. If the Financing Transaction proceeds, it is expected that a significant portion of current liabilities and financial debt will be converted into equity.

Whilst the board of the Company is hopeful of a satisfactory outcome, there can be no certainty that the Financing Transaction will proceed. Without access to the additional capital which is proposed to be provided by the Investor, the Company is unlikely to be able to continue to trade and would very likely become insolvent and be placed into administration.

Update on Formal Sale Process

The Company announced on 18 April 2023 the commencement of a strategic review and formal sale process under the Takeover Code (the "Formal Sale Process"). Whilst the Financing Transaction has been the Company's primary focus, the Company remains in discussions under the Formal Sale Process with strategic players in the radiotherapy sector. There can be no certainty that any offer will be made for the Company, or even proposed, or as to the terms of any proposal or offer that may be made.

Other implications of the Takeover Code

Under Rule 21 of the Takeover Code, whilst the Company remains in receipt of an approach from or in discussions with potential offerors, as defined in the Takeover Code, certain elements of the Financing Transaction may constitute frustrating action under Rule 21 of the Takeover Code. Accordingly, should this still be relevant, the Company will seek either consent from any potential offeror or will seek the approval of shareholders at a General Meeting to implement such elements of the Financing Transaction.

In addition, as set out in the announcement of 17 July 2023, the implementation of certain aspects of the Financing Transaction might require the granting by the Panel on Takeovers and Mergers of a waiver of certain obligations under Rule 9 of the Takeover Code and the approval of independent shareholders of the Company at a general meeting of such a waiver.

Advanced Oncotherapy Plc	www.avoplc.com
Dr. Michael Sinclair, Executive Chairman	Tel: [phone]
Nicolas Serandour, CEO
WH Ireland Limited (Financial adviser)	Tel: [phone]
Antonio Bossi / James Bavister	[e-mail]
Allenby Capital Limited (Nomad and Joint Broker)
Nick Athanas / Piers Shimwell (Corporate Finance) Amrit Nahal / Matt Butlin (Sales & Corporate Broking)	Tel: [phone]
SI Capital Ltd (Joint Broker)
Nick Emerson	Tel: [phone]
Jon Levinson	Tel: [phone]

About Advanced Oncotherapy Plc www.avoplc.com

Advanced Oncotherapy Plc, a UK headquartered company with offices in London, Geneva, The Netherlands and in the USA, is a provider of particle therapy with protons that harnesses the best in modern technology. Advanced Oncotherapy's team "ADAM," based in Geneva, focuses on the development of a proprietary proton accelerator called, Linac Image Guided Hadron Technology (LIGHT). LIGHT's compact configuration delivers proton beams in a way that facilitates greater precision and electronic control.

Advanced Oncotherapy Plc will offer healthcare providers affordable systems that will enable them to treat cancer with innovative technology as well as expected lower treatment-related side effects.

Advanced Oncotherapy Plc continually monitors the market for any emerging improvements in delivering proton therapy and actively seeks working relationships with providers of these innovative technologies. Through these relationships, the Company will remain the prime provider of an innovative and cost-effective system for particle therapy with protons.

 

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