Rights Issue

Oxford Biomedica PLC 16 September 2003 For immediate release 16 September 2003 For further information, please contact: Oxford BioMedica plc Professor Alan Kingsman, Chief Executive Tel: +44 (0)1865 783 000 Collins Stewart Limited Paul Davies Tel: +44 (0)20 7523 8309 City/Financial Enquiries: Mike Wort, James Chandler: Beattie Financial Tel: +44 (0)20 7398 3300 Scientific/Trade Press Enquiries: Sue Charles, Katja Stout: Northbank Communications Tel: +44 (0)20 7886 8150 FULLY UNDERWRITTEN RIGHTS ISSUE TO RAISE APPROXIMATELY £20 MILLION NET Not for release, distribution or publication in whole or in part, directly or indirectly, in or into the United States, Canada, Australia, the Republic of Ireland, Japan or South Africa Oxford, UK: 16 September 2003 - Oxford BioMedica announced today that it is proposing to raise £20.4 million, being approximately £22.1 million before expenses, by means of a fully underwritten 27 for 50 Rights Issue. The Rights Issue of approximately 130 million New Ordinary Shares at a price of 17p per New Ordinary Share is being made to Qualifying Shareholders by way of a 27 for 50 Rights Issue. This represents a discount of 32.7 per cent. to the closing middle market price of 25.25 pence per Ordinary Share on 15 September 2003, the last business day before this announcement. The Rights Issue has been fully underwritten by Collins Stewart. The proceeds of the Rights Issue will be used to continue the development of the Company's existing portfolio to a stage where the products can generate significant revenues, taking Oxford BioMedica towards profitability. Commenting on the announcement, Oxford BioMedica's chief executive, Professor Alan Kingsman said, 'The fully underwritten Rights Issue has been a great success. The strengthened cash position should enable Oxford BioMedica to reach key clinical milestones and improves the prospects of securing optimal licensing agreements on the lead products. As the most advanced products move towards the later stages of clinical development, Oxford BioMedica has set a clear path to profitability.' -Ends- Notes to editors Oxford BioMedica Oxford BioMedica (LSE: OXB) is a biopharmaceutical company specialising in the development of gene-based products for a range of unmet medical needs with an emphasis on new cancer products, which combine novel mechanisms of action with very low side effects, and innovative neurotherapy products, which address large and, in several areas, untapped markets. The products are all protected by multiple patents comprising a total intellectual property portfolio of some 69 patent families. In addition to its technical research skill-base, Oxford BioMedica has in-house clinical, regulatory and manufacturing know-how. The development pipeline includes two novel anti-cancer products in clinical trials and a gene-based treatment for Parkinson's disease, which is in late preclinical studies. TroVax(R), Oxford BioMedica's lead cancer immunotherapy product, is in Phase II trials for colorectal cancer. Further Phase II trials are planned for breast and renal cancer. MetXia(R), Oxford BioMedica's lead gene-based cancer therapeutic, is based on a highly engineered retrovirus gene delivery system expressing a specific human cytochrome P450 gene. MetXia is being investigated in a Phase I/ II trial in breast cancer, and regulatory submissions are under review for trials in pancreatic cancer. Oxford BioMedica has a wholly owned subsidiary in San Diego, USA. Oxford BioMedica has corporate collaborations with Wyeth, Intervet, Kiadis, Amersham, Arius Research and Viragen. Further information is available at http://www.oxfordbiomedica.co.uk OXFORD BIOMEDICA PLC RIGHTS ISSUE Not for release, distribution or publication in whole or in part, directly or indirectly, in or into the United States, Canada, Australia, the Republic of Ireland, Japan or South Africa Introduction Oxford BioMedica announces today that it proposes to raise approximately £20.4 million, being £22.1 million before expenses, by the issue of 27 new Ordinary Shares for every 50 existing Ordinary Shares at a price of 17 pence. The proposed capital raising is to be made by way of a Rights Issue of approximately 130 million new Ordinary Shares to Qualifying Shareholders on the basis of 27 new Ordinary Shares for ever 50 existing Ordinary Shares held at the close of business on 25 September 2003. The Issue Price of 17 pence represents a discount of 32.7 per cent. to the middle market closing price of 25.25 pence per Ordinary Share on 15 September 2003, the last dealing day prior to the announcement of the Rights Issue. To implement the Rights Issue, there will be an Extraordinary General Meeting to seek authority from Shareholders to allot the Rights Shares. Use of proceeds The net proceeds of the Rights Issue, amounting to approximately £20.4 million, will be used to continue to fund the development of the Company's existing portfolio of candidate products to a stage where they can generate significant revenues for the Group taking the Company towards profitability. In particular, the Directors believe that further investment in clinical studies within the Group's oncology programmes, will enhance the value of the candidate products. Also, additional working capital will allow the Company to take its lead neurotherapy candidate products into clinical trials, thereby broadening its clinical pipeline beyond cancer related products and spreading risk across an enhanced product portfolio. The Directors anticipate that approximately 51 per cent. and 49 per cent. of the net proceeds will be used to develop oncology and neurotherapy candidate products respectively. Current trading and prospects The Company has completed its transformation from a research-biased company to a company focused on the clinical development of its products. Operating expenses have been reduced in the first seven months of the current financial year as a result of cost saving strategies implemented in 2002 and in the early part of 2003. The progress made during the year to date in the development of the Company's candidate products is set out in detail in the Chairman's statement in the interim results of the Company, which are also announced today. In view of the above, the Directors view the future prospects of the Group for the current and forthcoming financial year with confidence, particularly as candidate products demonstrate proof of principle in early clinical trials. Expected Timetable Record date for the Rights Issue Close of business on 25 September Extraordinary General Meeting 10.00 am on 2 October 2003 Despatch of Provisional Allotment letters ('PALs') 2 October 2003 Admission and dealings in Nil Paid Rights commence 3 October 2003 Latest time and date for splitting PALs 3.00 pm on 22 October 2003 Latest time and date for acceptance, payment in full and 9.30 am on 24 October 2003 registration of renunciation Date for crediting CREST stock accounts 27 October 2003 Date of despatch of definitive share certificates in respect of 31 October 2003 Rights Shares Principal terms of the Rights Issue The Board proposes to offer up to 129,802,716 Rights Shares by way of a Rights Issue to Qualifying Shareholders at 17 pence per Rights Share. The Rights Issue will be on the basis of 27 new Ordinary Shares for every 50 existing Ordinary Shares held by Qualifying Shareholders on the Record Date. The Issue Price of 17 pence per new Ordinary Share represents a 32.7 per cent. discount to the closing middle market price of 25.25 pence per share on 15 September 2003, the last dealing day before the announcement of the Rights Issue. The Rights Issue is conditional upon (i) the passing of the Resolution at the Extraordinary General Meeting, (ii) Admission of the Nil Paid Rights becoming effective on or before 8.00 am on 3 October 2003 (or such later time and/or date as Collins Stewart and Oxford BioMedica may agree in writing, being not later than 17 October 2003), and (iii) the Underwriting Agreement becoming unconditional in all respects and not having been terminated in accordance with its terms on or before Admission. The Rights Shares will, when issued and fully paid, rank equally with the existing Ordinary Shares. It is expected that Admission will become effective and dealings in the Nil Paid Rights will commence on 3 October 2003. Notes The Prospectus which contains details of the Rights Issue is expected to be posted to Shareholders today. This announcement shall not constitute or form any part of any offer or invitation to subscribe for, underwrite or otherwise acquire, or any solicitation of any offer to purchase or subscribe for, the Nil Paid Rights or the Fully Paid Rights (the 'Securities'). Any purchase of, or application for, securities in the Rights Issue should only be made on the basis of information in the Prospectus and any supplement thereto. None of the Nil Paid Rights, the Fully Paid Rights, the New Ordinary Shares nor the Provisional Allotment Letters have been or will be registered under the United States Securities Act of 1933, as amended (the 'Securities Act'), or qualified for sale under the securities laws of any state of the United States or of any province or territory of Australia, Canada, Japan, South Africa or the Republic of Ireland and, accordingly, unless a relevant exemption from the requirements of those jurisdictions is available, they may not be offered, sold, taken up, delivered, renounced or transferred directly or indirectly in or into Australia, the United States, Canada, Japan, South Africa or the Republic of Ireland. No prospectus in relation to the New Ordinary Shares has been lodged with, nor has the offer or sale of the new Ordinary Shares been registered by the United States Securities and Exchange Commission, the Australian Securities & Investment Commission or any securities authority in Canada, Japan, South Africa or the Republic of Ireland. Overseas Shareholders and any person (including, without limitation, nominees and trustees) who has a contractual or other legal obligation to forward this document to a jurisdiction outside the UK should seek appropriate advice before taking any action. The attention of Overseas Shareholders is specifically drawn to the paragraph entitled 'Overseas Shareholders' in paragraph 16 of Part III of the Prospectus. This information is provided by RNS The company news service from the London Stock Exchange
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