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Monday 16 March, 2015

AIM

Schedule 1 - Motif Bio PLC

RNS Number : 5867H
AIM
16 March 2015
 



 

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")


COMPANY NAME:

 

Motif Bio PLC (the "Company")

 

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

 

Registered Office:

One Tudor Street

London

EC4Y 0AH

United Kingdom

 

Trading address:

330 Madison Avenue

6th Floor

New York, New York 10017

United States of America

 

COUNTRY OF INCORPORATION:

 

England and Wales

 

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

 

www.motifbio.com

 

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY).  IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

 

The Company is a clinical stage biopharmaceutical company which specialises in developing novel antibiotics designed to be effective against serious and life-threatening infections caused by multi-drug resistant bacteria. The Company will, on admission to AIM ("Admission"), have a lead antibiotic candidate, iclaprim, in clinical development and MTF-001, a preclinical stage programme to design a best-in-class dihydrofolate reductase inhibitor ("DHFRi"). Discussions and negotiations with academic institutions and pharmaceutical companies are under way to build a portfolio of antibiotic candidates through licensing.  The Company's main country of operation is the United States of America. 

 

The Company is seeking to confirm in meetings with the US Food and Drug Administration ("FDA") and the European Medicines Agency ("EMA") in the first half of 2015 that the clinical development plan for iclaprim meets regulatory guidelines and that two Phase III trials can be conducted. Upon confirmation of the clinical development plan and subject to funding being available, the two Phase III trials are planned to be initiated in the second half of 2015.

 

The Directors believe that, subject to funding being available, commercialisation of iclaprim could be expected to occur in 2018. A follow-on pipeline of preclinical antibiotics is being built to follow iclaprim as additional funding becomes available. The two Phase III clinical trials for iclaprim will be funded following Admission and possibly through a strategic partnership with another pharmaceutical company.

 

The Company has not earned any revenues to date.

 

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

 

Securities to be admitted: TBC

Nominal value of securities: 1p

Issue price: 20p

Shares in treasury: Nil

There are no restrictions on the transfer of securities

 

CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

 

TBC

 

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

 

TBC

 

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:

 

None

 

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

 

Richard Cecil Eversfield Morgan

Non-executive Chairman

Graham George Lumsden

Chief Executive Officer

Robert ("Bob") Joseph Bertoldi

Chief Financial Officer

Charlotta Ginman-Jones

Non-executive Director

Jonathan Gold

Non-executive Director

Zaki Hosny

Non-executive Director

Dr Mary Lake Polan

Non-executive Director

Dr John Wilbur Stakes III

Non-executive Director

Bruce Andrew Williams

Non-executive Director

 

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

 


Before Admission**

On Admission


No. of issued Ordinary Shares

Percentage of Issued Share Capital

No. of issued Ordinary Shares

Percentage of Issued Share Capital

 

Amphion Innovations Group

*28,320,875

56.58%

TBC

TBC

Michael Floyd

4,810,337

9.61%

TBC

TBC

Khalid Islam

4,810,337

9.61%

TBC

TBC


37,941,549

75.80%

TBC

TBC

 

*The collective holding by Amphion Innovations Group before Admission is made up of Amphion Innovations plc which holds 27,961,625 Motif ordinary shares and has 55.86% of Motif's issued share capital and MSA Holding B.S.C., a 100% subsidiary of Amphion Innovations plc, which holds 359,250 Motif ordinary shares and has 0.72% of Motif's issued share capital.

 

** These numbers assume all share issues triggered by Admission other than the Placing will have taken place prior to Admission.

 

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

 

None

 

(i)         ANTICIPATED ACCOUNTING REFERENCE DATE

(ii)        DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii)       DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

 

(i)         31 December

(ii)        30 June 2014 (audited)

(iii)       30 June 2015, 30 September 2015, 30 June 2016

 

EXPECTED ADMISSION DATE:

 

31 March 2015

 

NAME AND ADDRESS OF NOMINATED ADVISER:

 

Cairn Financial Advisers LLP

61 Cheapside

London

EC2V 6AX

 

NAME AND ADDRESS OF BROKER:

 

Northland Capital Partners Limited

131 Finsbury Pavement

London

EC2A 1NT

 

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

 

A copy of the Admission Document containing full details about the applicant and the admission of its securities will be available at the Company's website www.motifbio.com and, for at least one month after the date of Admission, from the offices of Cairn Financial Advisers LLP during normal business hours on any weekday (Saturdays and public holidays excepted).

 

DATE OF NOTIFICATION:

 

16 March 2015

 

NEW/ UPDATE:

 

New

 

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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