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Amryt Pharma PLC (AMYT)

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Tuesday 24 September, 2019

Amryt Pharma PLC

Schedule One Update

RNS Number : 4319N
Amryt Pharma PLC
24 September 2019
 

 

 

Pre-Admission Announcement
Euronext Growth Schedule 1

Announcement to be made by the Applicant prior to admission in accordance with the Euronext Growth Markets Rule Book.

All Applicants must complete the following

Company name

Amryt Pharma plc

Company registered address and if different, company trading address (including postcodes)

 

Registered office address: Dept 920a, 196 High Road, Wood Green, London N22 8HH, United Kingdom

 

Principal trading address: 90 Harcourt Street, Dublin 2, Ireland

Country of incorporation

England and Wales

Company website address containing all information required by rule 26 (5.26) of the Euronext Growth Markets Rule Book.

www.amrytpharma.com

Company business (including main country of operation) or, in the case of an investing company, details of its investing strategy. If the admission is sought as a result of a reverse takeover under rule 5.19 of the Euronext Growth Markets Rule Book, this should be stated

 

Amryt Pharma plc ("Existing Amryt") is a biopharmaceutical company focused on developing and delivering innovative new treatments to help improve the lives of patients with rare or orphan diseases. Existing Amryt is the marketing authorisation holder and has an exclusive licence to sell lomitapide across the European Economic Area, Middle East and North Africa, Switzerland, Turkey, Israel, Russia, the Commonwealth of Independent States and the non-EU Balkan states.

 

Lomitapide (under the brand LOJUXTA®) is an approved treatment for adult patients with the rare cholesterol disorder - Homozygous Familial Hypercholesterolaemia ("HoFH"). This disorder impairs the body's ability to remove low density lipoprotein ("LDL") cholesterol ("bad" cholesterol) from the blood. Existing Amryt has also been developing its lead development candidate, AP101, a potential treatment for Epidermolysis Bullosa ("EB"), a rare genetic skin disorder affecting young children and adults for which there is currently no treatment.  AP101 is currently in Phase 3 clinical trials. In March 2018, Existing Amryt in-licenced a pre-clinical gene-therapy platform technology, AP103, which offers a potential treatment for patients with recessive dystrophic EB, a subset of EB, and is also potentially relevant to other genetic disorders.

 

Existing Amryt's shares are admitted to trading on Euronext Growth and the AIM market operated by the London Stock Exchange.

 

Existing Amryt has entered into agreements to acquire the entire issued share capital of Aegerion Pharmaceuticals, Inc. ("Aegerion"), further details of which are included in the admission document published by Existing Amryt on 27 August 2019 (the "Transaction").

 

The Transaction constitutes a reverse takeover under Rule 5.19 of the Euronext Growth Markets Rule Book ("Euronext Growth Rules"). The Transaction is conditional upon, inter alia, Existing Amryt receiving shareholder approval for the Transaction including the waiver of obligations under Rule 9 of the The City Code on Takeovers and Mergers, and certain other conditions being satisfied, including the completion of a Chapter 11 bankruptcy process ("Chapter 11") by Aegerion in the USA and a scheme of arrangement becoming effective pursuant to which a new holding company for the Existing Amryt group, as enlarged by the Transaction, will be put in place. The new holding company is currently registered as Amryt Pharma Holdings Limited ("New Amryt"). New Amryt will be re-registered as a public limited company prior to admission of its ordinary shares of 6 pence each ("Ordinary Shares") to trading on Euronext Growth ("Admission") and renamed to Amryt Pharma plc, exchanging its name with Existing Amryt prior to Admission.

 

Aegerion is a biopharmaceutical company dedicated to developing new standards of care for individuals living with rare and orphan diseases. Headquartered in Boston, Massachusetts, Aegerion maintains operations in the United States, Europe and certain countries in Latin America. Aegerion has two commercial products, metreleptin and lomitapide.

 

Metreleptin, a recombinant analog of human leptin, is marketed in the US under the brand name MYALEPT® and as MYALEPTA® in the EU. MYALEPT® is approved in the US as an adjunct to diet as replacement therapy to treat the complications of leptin deficiency in patients with congenital or acquired generalised lipodystrophy ("GL"). MYALEPTA® is approved in the EU as a treatment for leptin deficiency in patients with congenital or acquired GL in adults and children two years of age and above and familial or acquired partial lipodystrophy in adults and children 12 or over for whom standard treatments have failed to achieve adequate metabolic control.

 

Lomitapide is marketed in the US by Aegerion under the brand name JUXTAPID® as an

adjunct to a low-fat diet and other lipid-lowering treatments, including low-density lipoprotein to reduce low-density lipoprotein cholesterol, total cholesterol, apolipoprotein B and non-high-density lipoprotein cholesterol in adult patients with HoFH and in the EU under the brand name LOJUXTA®, for the treatment of adult patients with HoFH. JUXTAPID® is also approved in Argentina, Canada, Colombia, Japan and a limited number of other countries. LOJUXTA® is licenced to Existing Amryt for sale in the territories noted above.

Details of securities to be admitted including any restrictions as to transfer of securities (i.e. where known, number of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares)

 

157,718,438 Ordinary Shares

 

No Ordinary Shares are to be held in treasury.

 

No restriction as to the transfer of the securities.

 

On Admission, 1,036,054 Ordinary Shares will be issued to an escrow account to be held in reserve to satisfy any disputed Aegerion Chapter 11 claims that are ultimately allowed under the plan of reorganisation, pursuant to the claims reconciliation process in the Chapter 11. Should there be no such allowed claims, these Ordinary Shares will be allotted to Aegerion creditors with allowed claims in proportion to their allowed claim amounts against Aegerion.

 

Capital to be raised on admission (if applicable) and anticipated market capitalisation on admission

 

Capital to be raised on Admission: $60 million (approximately £48 million) before expenses

 

Anticipated market capitalisation on Admission: $282 million (approximately £227 million)

 

Note: Sterling amounts are calculated using exchange rate of £1: $1.2485. The market capitalisation on Admission is based on the issue price of the capital to be raised on Admission, being $1.791.44) per new Ordinary Share at the exchange rate stated above.

Percentage of Euronext Growth securities not in public hands on admission

31.25 per cent.

Details of any other exchange or trading platform to which the ex securities (or other securities of the company) are or will be admitted or traded

 

The Company's Ordinary Shares are also expected to be admitted to trading on AIM, a market operated  by the London Stock Exchange.

 

 

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)

 

Current Directors:

Harry Thomas Stratford - Non-executive Chairman

Joseph Amrit Wiley - Chief Executive Officer

Rory Peter Nealon - Chief Financial Officer

Anthony James Culverwell - Non-executive Director

Ray Thomas Stafford - Non-executive Director

Markus Ziener - Non-executive Director

 

Proposed Directors on Admission:

Ray Thomas Stafford - Non-executive Chairman

Joseph Amrit Wiley - Chief Executive Officer

George Paul Hampton Jr - Non-executive Director

Alain Henri Munoz - Non-executive Director

Donald Kenneth Stern - Non-executive Director

Patrick Volkert Jozef Joihannes Vink - Non-executive Director

Stephen Thomas Wills - Non-executive Director

 

 

Full names and holdings of significant shareholders, expressed as a percentage of the issued share capital, before or after admission (underlining the first name by which each is known or including any other name by which each is known)

 

 

Prior to Admission1

After Admission2

Significant Shareholder

No. of shares held

Holding (%)

No. of shares held

Holding (%)

Software AG-Stiftung

10,212,153

19.2%

10,212,153

6.5%

AXA Investment Management

4,994,164

9.4%

6,494,164

4.1%

Raglan Road Capital

4,173,924

7.9%

4,173,924

2.6%

Joseph Amrit Wiley

3,499,081

6.6%

3,499,081

2.2%

Legal & General Investment Management

2,374,999

4.5%

2,374,999

1.5%

Amati Global Investors Limited

2,439,513

4.6%

2,439,513

1.5%

Rory Peter Nealon

1,610,770

3.0%

1,610,770

1.0%

Funds managed by Athyrium Capital Management, LP

-

-

42,883,097

27.2%

Funds managed by Highbridge Capital Management, LLC3

3,673,094

6.9%

12,903,055

8.2%

Novelion Therapeutics Inc.

-

-

14,040,250

8.9%

Funds managed by UBS O'Connor LLC4

-

-

8,584,830

5.4%

 

1 Figures are stated insofar as Amryt Pharma plc is aware as at 23 September 2019 based on the total voting rights on that date

2 Figures are stated insofar as Amryt Pharma plc is aware as at 23 September 2019 based on the total voting rights on Admission

3 Funds managed by Highbridge Capital Management, LLC also elected to receive 12,111,625 warrants rather than Ordinary Shares in respect of the receipt of consideration for the Transaction and in respect of their participation in the fundraise on Admission

4 Funds managed by UBS O'Connor, LLC also elected to receive 1,865,097 warrants rather than Ordinary Shares in respect of the receipt of consideration for the Transaction and in respect of their participation in the fundraise on Admission

 

Names of all persons to be disclosed in accordance with Chapter 5: Schedule Two, paragraph (h) of the Euronext Growth Markets Rule Book.

None

i.          anticipated accounting reference date

31 December

ii.         date to which the main financial information in the admission document has been prepared

31 December 2018

iii.        dates by which it must publish its first three reports pursuant to Rules 5.14 and 5.15 in the Euronext Growth Markets Rule Book

30 September 2019, in respect of Existing Amryt's half yearly report to 30 June 2019;

30 June 2020, in respect of New Amryt's annual report to 31 December 2019;

30 September 2020, in respect of New Amryt's half yearly report to 30 June 2020

Expected admission date

25 September 2019

Name and address of Euronext Growth Advisor

 

J&E Davy

Davy House

49 Dawson Street

Dublin 2

Ireland

 

Name and address of broker

 

J&E Davy

Davy House

49 Dawson Street

Dublin 2

Ireland

 

Shore Capital Stockbrokers Limited

Cassini House

57 St James's Street

London SW1A 1LD

United Kingdom

 

Stifel Nicolaus Europe Limited

150 Cheapside

London EC2V 6ET

United Kingdom

 

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

The Admission Document, which contains full details about the Company and the admission of its Ordinary Shares, is available to view on the Company's website: www.amrytpharma.com

 

Date of notification

24 September 2019

New/update (see note):

Updated

     

 

This announcement has been issued through the Companies Announcement Service of Euronext Dublin.


This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.
 
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