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Fundraisings and IPOs

Date: 2014-03-06

Type of information:

Company: Verona Pharma (UK)

Investors:

Amount: £14.0 million (€16.8 million)

Funding type: private placement

Planned used: Verona Pharma will use the proceeds of the fundraising in part to further the development of RPL554, a novel compound to initially address severe COPD. Three clinical trials will be performed using a nebulised formulation. These studies will guide the selection of an active dose and provide insight as to the therapeutic index. In addition, further pre-clinical studies will be undertaken to continue to prepare RPL554 for larger Phase 2b studies in hospitalised COPD patients. It is expected that the key data from these activities will be reported during 2015. The proceeds will also be used in part for additional pre-clinical work to prepare VRP700 for the next series of clinical studies in patients with chronic severe cough. In addition, the Company will conduct a dose-finding study with VRP700 to investigate the relationship between dose and effect in patients. It is anticipated that data from this study will be reported in the second half of 2015. The Directors intend that the net proceeds of the Fund Raising will be used: · as to approximately £4.2 million to finance the three RPL554 clinical trials; · as to approximately £2.6 million to finance the VRP700 clinical trial; · as to approximately £2.2 million to finance pre-clinical work on VRP700; · as to approximately £1.1 million to finance pre-clinical work on RPL554; and · as to the balance to finance ongoing operating and licencing expenditure and general working capital. The Directors intend that the net proceeds of the Fund Raising will be used: · as to approximately £4.2 million to finance the three RPL554 clinical trials; · as to approximately £2.6 million to finance the VRP700 clinical trial; · as to approximately £2.2 million to finance pre-clinical work on VRP700; · as to approximately £1.1 million to finance pre-clinical work on RPL554; and · as to the balance to finance ongoing operating and licencing expenditure and general working capital.

Others:

* On March 24, 2014, Verona Pharma,  a UK drug development company focused on “first-in-class” medicines to treat respiratory diseases, has reported the results of its Open Offer to raise up to £14.0 million before expenses. The Open Offer, which involved the issue of up to 46,574,831 New Ordinary Shares, has now closed in accordance with its terms and Verona Pharma has received valid acceptances from Qualifying Shareholders in respect of 47,429,956 New Ordinary Shares, representing 101.8 per cent. Verona Pharma has therefore raised gross proceeds of £1.0 million through the Open Offer and £14.0 million in total.
* On March 6, 2014, Verona Pharma has announced a Placing, Subscription and Open Offer of up to 637,324,831 New Ordinary Shares at 2.2 pence each to raise up to £14.0 million (€16.8 million) before expenses. The Placing involves the issue of 298,750,000 New Ordinary Shares on a non-pre-emptive basis to raise gross proceeds of approximately £6.6 million. The Placing is not conditional upon the Open Offer being fully subscribed and the Placing Shares are not subject to clawback. The Subscription involves the issue of 292,000,000 New Ordinary Shares on a non-pre-emptive basis to raise gross proceeds of approximately £6.4 million. The Subscription is not conditional upon the Open Offer being fully subscribed and the Subscription Shares are not subject to clawback.
In order to provide Shareholders who have not taken part in the Placing with an opportunity to participate in an issue of New Ordinary Shares at the Issue Price, the Company is making the Open Offer to provide all Qualifying Shareholders with the opportunity to subscribe at the Issue Price of 2.2 pence for an aggregate of up to 46,574,831 New Ordinary Shares, to raise gross proceeds of up to approximately £1.0 million.
The Issue Price is at a discount of 36.4 per cent to the closing middle market price of 3.45 pence per Existing Ordinary Share on 5 March 2014. The Placing, Subscription and Open Offer are conditional, amongst other things, on the passing of the Resolutions by Shareholders at the General Meeting, which is to be held at the offices of SGH Martineau LLP at One America Square, Crosswall, London EC3N 2SG at 11.00 am on 24 March 2014. If the Resolutions are passed, the New Ordinary Shares will be allotted after the General Meeting.
Verona Pharma is a biopharmaceutical company focused on the development of high value, “first-inclass” drugs for severe, specialist-treated respiratory diseases. The Company has two drug programmes in Phase 2, both of which are initially being developed for use in a hospital setting. The lead programme, RPL554, is an innovative inhaled dual phosphodiesterase (PDE) 3 and 4 inhibitor with both bronchodilator and anti-inflammatory properties, initially focused on patients with acute worsening of their COPD symptoms (exacerbations). The second programme is VRP700, an innovative inhaled product for suppressing intractable, chronic cough in patients with underlying severe lung disease. During the first 6 months of 2013, the Company completed an anti-inflammatory study with RPL554 and reported the first headline data. In October 2013, the clinical data obtained to date were published in the Lancet Respiratory Medicine.

Therapeutic area:

Is general: Yes