IP : Abingdon Health plc - Proposed Placing, Subscription, Open Offer and PrimaryBid Offer to raise, in aggregate, no less than £4.0 million

Abingdon Health plc (AIM: ABDX), a leading international developer and manufacturer of high quality and effective rapid tests, announces a proposed placing (the "Placing"), via an accelerated bookbuild (the "Bookbuild" or "Bookbuild Process"), of new ordinary shares of 0.025 pence ("Ordinary Shares") in the capital of the Company.

The Placing will be conducted at a price of 25.0 pence per share (the "Issue Price "). The Placing will comprise the issue of no less than 14,800,000 new Ordinary Shares (the "Placing Shares"), representing no less than 15.5 per cent of the existing issued ordinary share capital of the Company. The Placing includes the participation of certain of the Company's directors, who intend to subscribe for 1,999,599 Placing Shares, raising approximately £0.5 million of the £3.7 million minimum gross proceeds of the Placing (before expenses).

In addition to the Placing, certain of the Company's Shareholders intend to subscribe for 1,200,000 new Ordinary Shares (the "Subscription Shares") at the Issue Price, to raise further gross proceed for the Company of £300,000 (the "Subscription"). Together, the Placing and the Subscription will raise aggregate gross proceeds of no less than £4.0 million for the Company.

Qualifying Shareholders will be offered the opportunity to subscribe for an aggregate of up to 4,000,000 new Ordinary Shares through an open offer at the Issue Price (the "Open Offer Shares") to raise up to approximately £1.0 million (before expenses) (the "Open Offer").

There will also be an offer of new Ordinary Shares to be made by the Company via the PrimaryBid platform (the "PrimaryBid Shares" and, together with the Placing Shares, the Subscription Shares and the Open Offer Shares, the "New Ordinary Shares") at the Issue Price (the "PrimaryBid Offer", together with the Placing, the Subscription and the Open Offer, the "Fundraising"), to provide retail investors with an opportunity to participate in the Fundraising. A separate announcement will be made shortly regarding the PrimaryBid Offer and its terms. The Placing is not conditional upon either the Open Offer or the PrimaryBid Offer. The PrimaryBid Offer will close on completion of the Bookbuild Process.

Capitalised terms used in this announcement including the appendix (the "Appendix", together, the "Announcement")) have the meanings given to them in the section headed "Definitions" at the end of this Announcement, unless the context provides otherwise.

Highlights

• Proposed Placing of no less than 14,800,000 Placing Shares at a price of 25.0 pence per share to raise gross proceeds of no less than £3.7 million.
• The Company reserves the right to increase the size of the Placing up to no more than 22,800,000 Placing Shares, to raise gross proceeds of no more than £5.7 million.
• Proposed Subscription for 1,200,000 Subscription Shares at the Issue Price, to raise gross proceeds of £0.3 million.
• £2.7 million of the gross proceeds of the Placing and the £0.3 million gross proceeds from the Subscription (before expenses) will be used in the first instance to cover, as previously notified, a working capital shortfall expected to arise in the first quarter of 2022.
• The Company will also invest up to a further £3 million gross proceeds of the Placing in product research and development initiatives to capitalise on growth opportunities in the area of infectious disease. These areas include Flu testing, Hepatitis C and Lyme disease.
• The Placing is to be conducted by way of an accelerated bookbuild process by Singer Capital Markets which will be launched in accordance with the Terms and Conditions set out in the Appendix to this Announcement, immediately following this Announcement (as defined below).
• The Company is providing all Qualifying Shareholders with the opportunity to subscribe for an aggregate of up to 4,000,000 Open Offer Shares at the Issue Price, to raise up to £1.0 million (before expenses), on the basis of 1 Open Offer Share for every 23.925 Existing Ordinary Shares held by the Shareholder at the Record Date. Any Open Offer Shares not subscribed for by Qualifying Shareholders will be available to Qualifying Shareholders under the Excess Application Facility.
• The Company also wishes to provide retail investors with an opportunity to participate in the equity fundraise at the same price as institutions and is therefore seeking to raise up to £0.5 million via the PrimaryBid Offer.
• The Issue Price of 25.0 pence represents a discount of 34.2 per cent. to the closing mid-market price of 38 pence per Ordinary Share on 30 November 2021, being the last practicable trading day prior to release of this Announcement.
• The Placing is being conducted in two tranches. The Company intends to issue 4,784,955 Placing Shares (the "First Placing Shares") under the existing authorities to allot equity securities granted at the Company's general meeting on 16 November 2020, raising gross proceeds of approximately £1.2 million for the Company. The First Placing Shares are expected to be admitted to trading on AIM on or around 3 December 2021 ("First Admission"). The Company intends to issue no less than a further 10,015,045 Placing Shares (the "Second Placing Shares"), raising gross proceeds of no less than approximately £2.5 million. The Second Placing Shares (together with the Subscription Shares, the Open Offer Shares and the PrimaryBid Shares) are expected to be admitted to trading on AIM on or around 21 December 2021 ("Second Admission").
• Certain of the Company's directors intend to participate in the Second Placing through a subscription for 1,999,599 Second Placing Shares, raising approximately £0.5 million of the total gross proceeds of the Second Placing. One of the Company's other Shareholders intends to subscribe for 1,200,000 Subscription Shares, raising £0.3 million of further gross proceeds for the Company.
• Admission of the First Placing Shares is conditional, inter alia, upon the Placing Agreement not having been terminated and becoming unconditional in respect of those shares. Admission of the Second Placing Shares, the Subscription Shares, the Open Offer Shares and the PrimaryBid Shares is also conditional, inter alia, upon the approval of the Company's ordinary shareholders (the "Shareholders") at a general meeting to be held at 10:30 a.m. on 20 December 2021 at the offices of Abingdon Health plc, York Biotech Campus, Sand Hutton, York, YO41 1LZ (the "General Meeting"). The notice convening the General Meeting will be set out in a circular (the "Circular") expected to be sent to Shareholders on or around 2 December 2021.
• The final number of Placing Sharesto be placed will be determined by Singer Capital Markets, in consultation with the Company, at the close of the Bookbuild Process and the result will be announced as soon as practicable thereafter. The timing for the close of the Bookbuild Process and the allocation of the Placing Shares thereunder, will be determined by Singer Capital Markets in consultation with the Company.
• Neither the Placing nor the Subscription, the Open Offer or the PrimaryBid Offer is being underwritten (in whole or in part) by Singer Capital Markets or any other person.
• The Company today announces that the Company has now achieved registration for the AbC-19TM rapid test in Saudi Arabia and is in discussions with its in-country distribution partner on possible orders.
• The Appendix to this Announcement (which forms part of this Announcement) contains the detailed terms and conditions of the Placing.

Further details of the Placing will be set out in an announcement to be made on the closing of the Placing, expected to be later today.

This Announcement should be read in its entirety. In particular, your attention is drawn to the detailed terms and conditions of the Placing and further information relating to the Placing and any participation in the Placing that is described in the Appendix to this Announcement (which forms part of this Announcement).

By choosing to participate in the Placing and by making an oral and legally binding offer to acquire Placing Shares, investors will be deemed to have read and understood this Announcement in its entirety (including the Appendix), and to be making such offer on the terms and subject to the conditions of the Placing contained herein, and to be providing the representations, warranties, indemnities, acknowledgements, agreements and undertakings contained in the Appendix.

Expected Timetable of Principal Events

	2021
Record Date for entitlement under the Open Offer	30 November
Announcement of the Fundraising	7.00 a.m. on 1 December
Announcement of the results of the Placing, the Subscription and the PrimaryBid Offer	1 December
Publication and posting of the Circular, Form of Proxy and, to Qualifying Non-Crest Shareholders, the Application Form	2 December
Ex-Entitlement date of the Open Offer	2 December
Open Offer Entitlements and Excess Open Offer Entitlements credited to stock accounts in CREST of Qualifying CREST Shareholders	3 December
Admission of the First Placing Shares to trading on AIM and commencement of dealings	8 a.m. on 3 December
Where applicable, expected date for CREST accounts to be credited in respect of First Placing Shares in uncertificated form	3 December
Latest recommended time and date for requested withdrawal of Basic Open Offer Entitlements	4.30 p.m. on13 December
Latest time and date for depositing Open Offer Entitlements in CREST	3.00 p.m. on14 December
Latest time and date for splitting of Application Forms under the Open Offer	3.00 p.m. on15 December
Latest time and date for receipt of Forms of Proxy and CREST voting instructions	10.30 a.m. on 16 December
Latest time and date for receipt of Application Forms and payment in full under the Open Offer and settlement of relevant CREST instructions (as appropriate)	11.00 a.m. on 17 December
Where applicable, expected date for dispatch of definitive share certificates for First Placing Shares in certificated form	17 December
General Meeting	10.30 a.m. 20 December
Results of the General Meeting and the Open Offer announced	20 December
Admission of the Second Admission Shares to trading on AIM and commencement of dealings	8 a.m. on 21 December
Where applicable, expected date for CREST accounts to be credited in respect of Second Admission Shares in uncertificated form	21 December
Where applicable, expected date for dispatch of definitive share certificates for Second Admission Shares in certificated form	6 January 2022

Enquiries:

Abingdon Health plc			www.abingdonhealth.com/investors/
Chris Yates,Chief Executive Officer			Via Walbrook PR
Melanie Ross, Chief Financial Officer
Chris Hand,Non-Executive Chairman
Singer Capital Markets Securities Limited (Sole Bookrunner and Broker) Singer Capital Markets Advisory LLP (Nominated Adviser)			Tel: [phone]
Shaun Dobson, Peter Steel, Alex Bond (Corporate Finance)
Tom Salvesen (Corporate Broking)
Walbrook PR Limited		Tel: [phone] [e-mail]
Paul McManus / Phillip Marriage	Mob: [phone]
Alice Woodings	Mob: [phone]

About Abingdon Health

Abingdon Health is a world leading developer and manufacturer of high-quality rapid tests across all industry sectors, including healthcare and COVID-19. Abingdon Health is the partner of choice for a growing global customer base and takes projects from initial concept through to routine and large-scale manufacturing and has also developed and marketed its own labelled tests.

The Company offers product development, regulatory support, technology transfer and manufacturing services for customers looking to develop new assays or transfer existing laboratory-based assays to a lateral flow format. Abingdon Health aims to support the increase in need for rapid results across many industries and locations and produces lateral flow tests in areas such as infectious disease, clinical testing including companion diagnostics, animal health and environmental testing. Faster access to results allows for rapid decision making, targeted intervention and can support better outcomes. This ability has a significant role to play in improving life across the world. To support this aim Abingdon Health has also developed AppDx^®, a customisable image capturing technology that transforms a smartphone into a self-sufficient, standalone lateral-flow reader.

Founded in 2008, Abingdon Health is headquartered in York, England.

For more information visit: www.abingdonhealth.com