Mergers and Acquisitions

* On October 15, 2013, Ixico has announced that it is due to join the AIM market of the London Stock Exchange via a reverse takeover of Phytopharm plc. This follows the passing on 14 October 2013 of the resolutions relating to Phytopharm’s acquisition of Ixico Limited. The Enlarged Issued Share Capital on Admission will be 14,952,437 Ordinary Shares of 50 pence each.

* On September 23, 2013, Phytopharm has announced that terms have been agreed for the conditional acquisition of Ixico, a medical technology and diagnostics company. The aggregate consideration for the Acquisition is to be satisfied by the initial issue of 8,014,403 New Ordinary Shares on Admission and the proposed issue of 465,350 New Ordinary Shares as a result of the outstanding share options under the Ixico unapproved share option share scheme.  Based on the Phytopharm closing share price of 20 May 2013 immediately prior to its suspension, the aggregate consideration is valued at approximately £5.6 million.

Following completion, it is expected that Phytopharm shareholders will own approximately 45 per cent and that Ixico shareholders will own approximately 55 per cent of the Fully Diluted Enlarged Issued Share Capital. In view of the size of Ixico in relation to the company, the acquisition is classified as a reverse takeover under the AIM rules and is therefore conditional, inter alia, on the approval of Shareholders in a general meeting. 
The enlarged Phytopharm group, to be renamed Ixico plc, will benefit from a strengthened balance sheet to grow its clinical trial services business and to bring new technology solutions to the diagnosis of dementia and other conditions.

Following Completion, Dr. Andy Richards and Professor Derek Hill, currently non-executive Chairman and CEO of Ixico respectively, will assume the same roles in the enlarged group, while Tim Sharpington, current CEO of Phytopharm, will remain on the board as a non-executive director. John Bradshaw and Maina Bhaman will join as non-executive directors while Charles Spicer will join as an executive director.

 

Ixico was founded in 2004 with a mission to translate image acquisition, management and analysis technology and know-how. The company is now a leading provider of medical imaging analysis services in the clinical trials market.

Ixico's products to support dementia diagnosis use digital data and electronic reports and, as such, the Board believe such products can constitute a valuable component within the emerging and increasingly important field of ‘digital healthcare’.