Advanced Oncotherapy : Issue of equity and new debt facility

RNS Number : 1656I

Advanced Oncotherapy PLC

07 August 2019

7 August 2019

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ("MAR"). Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain

ADVANCED ONCOTHERAPY PLC

("Advanced Oncotherapy" or the "Company")

£18.4m funding secured for first LIGHT system

Issue of equity and new debt facility to fund progression of verification and validation activity

Advanced Oncotherapy (AIM: AVO), the developer of a next generation proton therapy system for cancer treatment, is pleased to announce that it has secured c. £18.4 million in funding for progressing the verification and validation activity of the Company, which is required for the regulatory approval of the LIGHT system.

This follows the recent announcements, in July, of the Harley Street project moving into fit-out stage, and of the technological update which showed good progress across all the areas of development of the first commercial LIGHT system.

The Company intends to issue a total of 36,047,502 new ordinary shares of 25 pence each ("New Ordinary Shares") at a price of 40 pence per share (the "Issue Price"), totalling approximately £14.4 million (the "Issue of Equity"). In addition, the Company has entered into a loan facility agreement with Nerano Pharma Limited* for £4.0 million (the "Loan"), further details of which are set out below.

The Issue of Equity and the Loan take the total funds raised by the Company since December 2018 to £27 million in equity, of which 70 per cent. has been from new investors, and £14 million in loans.

The Issue of Equity and the Loan will allow the Company to focus on the next deliverables in this project and enhance resources for the on- site verification and validation process. Verification and validation is a process to test the specifications of the medical device and to ensure that the user requirements are met. The key deliverables are summarised below:

Components	Manufactured
Proton source	ü
RFQ	ü
4 SCDTLs	ü
13 CCLs	ü
Patient Positioning	ü
On site Verification and
Validation
First patient treatment

Delivered at the integration site (Daresbury)

By end of September 2019 Already delivered By end of September 2019

6 already delivered, 7 to be delivered by early Q4:2019 By end of 2019

Throughout 2019 / 2020 By end of 2020

Note: RFQ: Radio Frequency Quadrupole; SCDTL: Side-Coupled Drift Tube Linac; CCL: Coupled-Cavity Linac

Nicolas Serandour, CEO of Advanced Oncotherapy, said:

"With most hardware components already manufactured and in the process of being delivered at our integration site, I am delighted that we have been able to complete this significant fund raising, which will allow us to focus our resources on progressing the verification and validation needed to ensure first patient treatment by the end of 2020.

"We appreciate the support of existing shareholders as well as new investors. The trust we receive from our investors reinforces our commitment to our long-term strategy of making our unique proton therapy technology available to patients around the world."

Issue of Equity and Director Shareholdings

The Issue of Equity comprises 27,567,500 New Ordinary Shares which have been subscribed for by new and existing investors, raising total new funds of £11,027,000 (before expenses) for the Company. As part of this, Michael Sinclair, Executive Chairman of the Company, is investing £350,000 to purchase 875,000 New Ordinary Shares at the Issue Price and Enrico Vanni, Non-Executive Director of the Company, is investing £35,000 to purchase 87,500 New Ordinary Shares at the Issue Price.

In addition, 5,984,162 New Ordinary Shares are being issued at the Issue Price in respect of the conversion of all amounts outstanding, including interest owed, under a loan facility previously entered into by the Company with Philippe Glatz, an existing shareholder in the Company. The Loan attracted an interest rate of 10 per cent. payable in arrears.

A number of the Company's existing directors, former directors and senior advisers have elected to receive a total of 662,500 New Ordinary Shares at the Issue Price in lieu of fees owed. Furthermore, a total of 1,833,340 New Ordinary Shares have been issued as non- cash consideration at the Issue Price in lieu of fees due to a number of counterparties including certain financial advisers.

Once issued, the New Ordinary Shares will represent 15.2 per cent. of the enlarged issued share capital of the Company and are being issued utilising the Company's existing share authorities.

Admission and Total Voting Rights

Application will be made to the London Stock Exchange for 22,297,502 New Ordinary Shares to be admitted to trading on AIM ("First Admission"). It is expected that First Admission will take place on or around 12 August 2019.

It is anticipated that funds will be received by the Company in respect of 7,500,000 New Ordinary Shares on or around 16 August 2019. Application will be made to the London Stock Exchange for the 7,500,000 New Ordinary Shares to be admitted to trading on AIM ("Second Admission") and it is expected that Second Admission will take place on or around 19 August 2019.

The remaining funds in respect of 6,250,000 New Ordinary Shares are expected to be received by the end of September 2019. Once these funds have been received, application will be made to the London Stock Exchange for the requisite number of New Ordinary Shares to be

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admitted to trading on AIM. A further announcement will be made at the appropriate time.

Following First Admission, the Company's enlarged issued share capital will comprise 222,726,094 Ordinary Shares, with voting rights. The Company does not hold any Ordinary Shares in treasury. Therefore, the total number of Ordinary Shares in the Company with voting rights will be 222,726,094.

Following Second Admission, the Company's enlarged issued share capital will comprise 230,226,094 Ordinary Shares, with voting rights. The Company does not hold any Ordinary Shares in treasury. Therefore, the total number of Ordinary Shares in the Company with voting rights will be 230,226,094.

Following receipt of the remaining funds in respect of 6,250,000 New Ordinary Shares expected to be received by the end of September 2019, the Company's enlarged issued share capital will comprise 236,476,094 Ordinary Shares, with voting rights. The Company does not hold any Ordinary Shares in treasury. Therefore, the total number of Ordinary Shares in the Company with voting rights will be 236,476,094.

These figures may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

Loan

The Loan from Nerano Pharma Limited will be drawn down in full immediately. The Loan is unsecured, has a term of five years and is repayable in full in cash at the end of the term. If the Company elects to repay interest owed on each anniversary of the Loan agreement, then such interest shall be charged at a rate of 12 per cent. per annum. Alternatively, the Company may elect to repay all interest owed at the end of the term of the Loan, in which case interest shall be charged at a rate of 15 per cent. per annum. The Loan is subject to customary events of default.

*Nerano Pharma Limited is a Company owned and controlled by Seamus Mulligan, a significant shareholder in the Company.

Advanced Oncotherapy Plc	Tel: +44	www.avoplc.com
Dr. Michael Sinclair, Executive	(0)20 3617 8728
Chairman
Nicolas Serandour, CEO
Allenby Capital Limited (Nominated Adviser & Joint
Broker)	Tel: +44	(0)20 3328 5656
Nick Athanas / Liz Kirchner / Nicholas Chambers
Stifel Nicolaus Europe (Joint Broker)	Tel: +44	(0)20 7710 7600
Jonathan Senior
Walbrook PR (Financial PR & IR)	Tel: [phone]
Paul McManus / Anna Dunphy	or [e-mail]
Mob: [phone] / Mob: +44
		(0)7876 741 001

About Advanced Oncotherapy Plc www.avoplc.com

Advanced Oncotherapy is a provider of particle therapy in the treatment of cancer, which harnesses the very best in modern technology. Advanced Oncotherapy's R&D team, ADAM, in Geneva, focuses on the development of a proprietary proton accelerator - LIGHT (Linac Image Guided Hadron Technology). LIGHT accelerates protons to the energy levels achieved in legacy machines but in a compact and truly modular unit, offering significant cost advantages. LIGHT also delivers proton beams in a way that facilitates greater precision and electronic control, which are not achievable with currently available alternative technologies.

Advanced Oncotherapy will offer healthcare providers affordable systems that will enable them to treat cancer with an innovative technology, offering better health outcomes and lower treatment related side effects.

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

Market Abuse Regulation (MAR)

MAR came into effect from 3 July 2016. Market soundings, as defined in MAR, were taken in respect of the Placing with the result that certain persons became aware of inside information, as permitted by MAR. That inside information is set out in this announcement has been disclosed as soon as possible in accordance with paragraph 7 of article 17 of MAR. Therefore, those persons that received inside information in a market sounding are no longer in possession of inside information relating to the Company and its securities.

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.

• Details of the person discharging managerial responsibilities

a) Name

Michael Sinclair

• Reason for the notification

a)	Position/status	Executive Chairman
b)	Initial notification	Initial notification

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/Amendment

• Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)	Name	Advanced Oncotherapy plc
b)	LEI	213800LUDHZOG3YT6C82

• Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)	Description of the financial	Ordinary shares of 25p each in Advanced
	instrument, type of	Oncotherapy plc
	instrument	Identification	code	(ISIN) for Advanced
	Identification code	O n c o t h e r a p y plc	ordinary	shares:
		GB00BD6SX109
b)	Nature of the transaction	Purchase of Ordinary Shares
c)	Price(s) and volume(s)		Price(s)		Volume(s)
			40p		875,000
d)	Aggregated information	n/a
	- Aggregated volume
	- Price
e)	Date of the transaction	6 August 2019
f)	Place of the transaction	Outside a Trading Venue - subscription of
		new ordinary shares

• Details of the person discharging managerial responsibilities

a) Name

Enrico Vanni

• Reason for the notification

a)	Position/status	Non-Executive Director
b)	Initial notification	Initial notification
	/Amendment

• Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)	Name	Advanced Oncotherapy plc
b)	LEI	213800LUDHZOG3YT6C82

• Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)	Description of the financial	Ordinary shares of 25p each in Advanced
	instrument, type of	Oncotherapy plc
	instrument	Identification	code	(ISIN) for Advanced
	Identification code	O n c o t h e r a p y plc	ordinary	shares:
		GB00BD6SX109
b)	Nature of the transaction	Purchase of Ordinary Shares
c)	Price(s) and volume(s)		Price(s)		Volume(s)
			40p		200,000
d)	Aggregated information	n/a
	- Aggregated volume
	- Price
e)	Date of the transaction	6 August 2019
f)	Place of the transaction	Outside a Trading Venue - subscription of
		new ordinary shares and issue of new
		ordinary shares in lieu of fees

• Details of the person discharging managerial responsibilities

a) Name

Michael Bradfield

• Reason for the notification

a)	Position/status	Non-Executive Director
b)	Initial notification	Initial notification
	/Amendment

• Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)	Name	Advanced Oncotherapy plc
b)	LEI	213800LUDHZOG3YT6C82

• Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

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a)	Description of the financial	Ordinary shares of 25p each in Advanced
	instrument, type of	Oncotherapy plc
	instrument	Identification	code	(ISIN) for Advanced
	Identification code	O n c o t h e r a p y plc	ordinary	shares:
		GB00BD6SX109
b)	Nature of the transaction	Purchase of Ordinary Shares
c)	Price(s) and volume(s)		Price(s)		Volume(s)
			40p		112,500
d)	Aggregated information	n/a
	- Aggregated volume
	- Price
e)	Date of the transaction	6 August 2019
f)	Place of the transaction	Outside a Trading Venue - issue of new
		ordinary shares in lieu of fees

• Details of the person discharging managerial responsibilities

a) Name

Hans Von Celsing

• Reason for the notification

a)	Position/status	Non-Executive Director
b)	Initial notification	Initial notification
	/Amendment

• Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)	Name	Advanced Oncotherapy plc
b)	LEI	213800LUDHZOG3YT6C82

• Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)	Description of the financial	Ordinary shares of 25p each in Advanced
	instrument, type of	Oncotherapy plc
	instrument	Identification	code	(ISIN) for Advanced
	Identification code	O n c o t h e r a p y plc	ordinary	shares:
		GB00BD6SX109
b)	Nature of the transaction	Purchase of Ordinary Shares
c)	Price(s) and volume(s)		Price(s)		Volume(s)
			40p		112,500
d)	Aggregated information	n/a
	- Aggregated volume
	- Price
e)	Date of the transaction	6 August 2019
f)	Place of the transaction	Outside a Trading Venue - issue	of new
		ordinary shares in lieu of fees

• Details of the person discharging managerial responsibilities

a) Name

Nick Plowman

• Reason for the notification

a)	Position/status	Non-Executive Director
b)	Initial notification	Initial notification
	/Amendment

• Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)	Name	Advanced Oncotherapy plc
b)	LEI	213800LUDHZOG3YT6C82

• Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)	Description of the financial	Ordinary shares of 25p each in Advanced
	instrument, type of	Oncotherapy plc
	instrument	Identification	code	(ISIN) for Advanced
	Identification code	O n c o t h e r a p y plc	ordinary	shares:
		GB00BD6SX109
b)	Nature of the transaction	Purchase of Ordinary Shares
c)	Price(s) and volume(s)		Price(s)	Volume(s)

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			40p		112,500
d)	Aggregated information	n/a
	- Aggregated volume
	- Price
e)	Date of the transaction	6 August 2019
f)	Place of the transaction	Outside a Trading Venue - issue of new
		ordinary shares in lieu of fees
1	Details of the person discharging managerial responsibilities
a)	Name	Gabriel Urwitz
2	Reason for the notification
a)	Position/status	Non-Executive Director
b)	Initial notification	Initial notification
	/Amendment
3	Details of the issuer, emission allowance market participant,
	auction platform, auctioneer or auction monitor
a)	Name	Advanced Oncotherapy plc
b)	LEI	213800LUDHZOG3YT6C82
4	Details of the transaction(s):	section to be repeated for (i) each
	type of instrument; (ii) each type of transaction; (iii) each date;
	and (iv) each place where transactions have been conducted
a)	Description of the financial	Ordinary shares of 25p each in Advanced
	instrument, type of	Oncotherapy plc
	instrument	Identification	code	(ISIN) for Advanced
	Identification code	O n c o t h e r a p y plc	ordinary	shares:
		GB00BD6SX109
b)	Nature of the transaction	Purchase of Ordinary Shares
c)	Price(s) and volume(s)		Price(s)		Volume(s)
			40p		62,500
d)	Aggregated information	n/a
	- Aggregated volume
	- Price
e)	Date of the transaction	6 August 2019
f)	Place of the transaction	Outside a Trading Venue - issue of new
		ordinary shares in lieu of fees

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