Oversubscribed equity fundraising of £2,000,000
13 November 2017
Exceptionally strong support from existing and new shareholders
Concepta plc (AIM: CPT), the pioneering UK healthcare company and developer of a proprietary platform and suite of products targeted at the personalised mobile health market with a primary focus on women's fertility and specifically unexplained infertility, is pleased to announce that it has conditionally raised £2,000,000, before expenses, through an oversubscribed placing ("Placing") of 23,359,999 new Ordinary Shares of 2.5p par value (the "Placing Shares") and subscription ("Subscription") of 5,211,429 new Ordinary Shares of 2.5p per value ("the Subscription Shares") at a price ("Issue Price") of £0.07 per new Ordinary Share .
The Placing Shares were placed by the Company's Placing Agent, Novum Securities Limited. The Placing Shares and Subscription Shares represent 20.6% of the enlarged issued share capital.
Use of proceeds
The primary use of the net proceeds will be to expedite the geographical expansion of its myLotus fertility product in China where the Company currently has three distribution agreements in place targeting an estimated market of 2.3 million women per year across Hebei, Shanghai, Beijing and Liaoning. The Company plans to further expand this and has identified a total of 25,000 target hospitals with approximately 20 distributors.
Additionally, the funds will be used to advance the Company's launch of myLotus in the European marketplace where it has commenced its application for CE Marking with approval expected by H1 2018. Funds will be deployed to market myLotus to be sold through online channels direct to consumers, initially in the UK and Germany.
New product development
The Company also plans to apportion some of the funds to research and development as it has identified a number of potential further applications of its myLotus product which could result in exponential growth in the use of the device across the mobile health sector. These include tests to differentiate chronic stress from acute stress, detection of inflammation issues, and patient management - monitoring the effectiveness of various treatments and interventions as well as potential to provide real time data for clinical trials.
The remaining funds will be used for general working capital purposes, put towards the manufacture of myLotus meters and test strips for commercial launch across China and Europe.
The Placing is conditional, amongst other things, upon:
(i) compliance by the Company in all material respects with its obligations under the Placing Agreement; and
(ii) admission of the New Ordinary Shares to trading on AIM becoming effective by not later than 8.00 a.m. on 16 November 2017 (or such later date as is agreed between the Company and Novum Securities Limited, being not later than 8.00am on 30 November 2017).
The Placing Shares will, following Admission, rank in full for all dividends and distributions declared, made or paid in respect of the issued ordinary share capital of the Company after the date of their issue and will otherwise rank pari passu in all other respects with the existing Ordinary Shares. The Issue Price represents a discount of approximately 15 per cent. to the closing mid-market price of Ordinary Shares (of £0.0825) on 10 November 2017.
Pursuant to the Placing Agreement, Novum Securities Limited, as agent for the Company, has agreed to use its reasonable endeavours to procure subscribers for the Placing Shares at the Issue Price.
Related Party Transactions
Mercia Technologies plc ("Mercia"), a Substantial Shareholder in the Company has agreed that they will participate in the Subscription, by subscribing £364,800 for 5,211,429 Subscription Shares as set out below. Mercia is participating on the same terms as all other placees in the Placing.
Number of Subscription Shares
No of Ordinary Shares held post Admission
% of Ordinary
Mercia Technologies plc
The participation in the Subscription by Mercia constitutes a related party transaction under the AIM Rules for Companies.
Dr Mark Wyatt, who is an investment director at Enterprise Ventures, which is owned by Mercia, is not considered independent in relation to the consideration of this related party transaction under AIM Rule 13. Therefore Adam Reynolds, Neil Mesher, Barbara Spurrier and Erik Henau, who are considered to be independent directors of the Company for this purpose, have considered the participation of Mercia in the Subscription. Having consulted with the Company's nominated adviser, the independent directors consider that the terms of Mercia's participation in the Subscription is fair and reasonable insofar as Shareholders are concerned.
In addition, Novum have been issued with warrants over 1,381,967 new Ordinary Shares. The warrants have an exercise price of £0.07 per share, and are exercisable in a period ending three years after Admission.
Application for Admission
Application has been made for the Placing Shares and the Subscription Shares to be admitted to trading on AIM ("Admission"). It is anticipated that Admission will become effective at 8.00 am on 16 November 2017.
Total voting rights
Following Admission, the Company's enlarged issued share capital will comprise 138,196,675 Ordinary Shares. The Company does not hold any shares in treasury. Therefore, the total number of Ordinary Shares with voting rights will be 138,196,675. This figure 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.
Erik Henau, CEO of Concepta plc said: "I am delighted with the support we have received from investors who recognise the potential for our myLotus product. These funds will enable us to progress to the next stage as we look to build Concepta into a leading, global healthcare company. We remain committed to creating shareholder value through signing licencing deals and forming partnerships in order to expand Concepta into a highly profitable company.
"We believe this is a transformational period for the Company and now look to the future with confidence. I'd like to thank existing shareholders for their continued support and welcome the new shareholders that have participated in the Placing. I look forward to providing them with regular updates as we progress towards widespread distribution of myLotus in hospitals across China in the coming months, and its subsequent commercial launch in the UK and Germany in H1 2018."
Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.
Tel +44 (0) 1234 866601
SPARK Advisory Partners Limited (Nomad)
Neil Baldwin / Mark Brady
Tel: +44 (0)20 368 3550
Beaufort Securities Limited (Broker)
Tel: +44 (0)20 7382 8300
Novum Securities (Placing Agent)
+44 (0) 20 7399 9400
Yellow Jersey (Financial PR)
Georgia Colkin / Joe Burgess / Katie Bairsto
Tel: +44 (0) 776 932 5254
About Concepta Plc:
Concepta plc is a pioneering UK healthcare company that has developed a proprietary platform and products targeted at the personalised mobile health market with a primary focus on women's fertility and specifically unexplained infertility*.
Founded in 2013, Concepta has developed a revolutionary flagship product 'MyLotus' for home self-testing that helps women with unexplained infertility to conceive.
MyLotus is the only consumer product which allows both quantitative and qualitative measurements of measurement of a woman's personal hCG and LH hormone levels in an easy to use home test to facilitate higher conception rates and early diagnosis of any fertility problems. Competitor products currently only allow qualitative measurement and are based on the 'average woman'.
Concepta has a defined route to market for its new 'My Lotus' product with Regulatory approvals for launch in China in place for 2016 and CE-Marking for UK and Europe to follow in 2018 where the revenue potential of the Chinese and EU infertility market is worth c.£600m per annum for the company.
*Unexplained infertility refers to women that have been unable to conceive after 6 months of trying. This highly motivated target group of consumers won't typically be offered medical intervention until 12 months of unsuccessfully trying, with IVF not offered until two years. Research indicates couples start to take positive action ahead of this time and there is little medical support to help them do so.