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THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN OR ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF ANY OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY SHARES IN THE CAPITAL OF THE COMPANY, NOR SHALL IT (OR ANY PART OF IT), OR THE FACT OF ITS DISTRIBUTION, FORM THE BASIS OF, OR BE RELIED ON IN CONNECTION WITH OR ACT AS ANY INDUCEMENT TO ENTER INTO, ANY CONTRACT OR COMMITMENT WHATSOEVER.
Ergomed plc to be admitted to AIM market
Fast growing, profitable UK-based drug development services company raises £11 million
London, UK – 9th July 2014: Ergomed plc (the “Company”), a profitable UK-based company, dedicated to the provision of specialised services to the pharmaceutical industry and the development of new drugs, is to be admitted to the London AIM stock market with a market capitalisation of £46.0 million.
The fundraising (the “Fundraising”), led by Oriel Securities Limited, has raised £11 million at a price of 160p per share. Upon Admission, the Company will complete its acquisition of PrimeVigilance, a leading provider of drug safety and medical information services for a combination of cash and shares (the “Acquisition”).
Shares in the Company, under the ticker symbol “ERGO”, are expected to start trading at 08:00 on 15th July 2014.
Dr. Miroslav Reljanovic, Chief Executive Officer of Ergomed plc, commented: “The fundraising and Admission to AIM are very important landmarks for Ergomed. We believe that the support shown by our new investors is testament to their understanding of the growth potential of our core services business and the value to be created from our co-development business.
“As an international, profitable and fast growing company with a fifteen year track record of providing global drug development services, Ergomed is well positioned to capitalise on industry trends to outsource drug development services, as well as the continued need for alternative sources of funding for drug development by both mid-cap pharmaceutical and biotech companies.
“This listing provides a great opportunity to expand and accelerate our growth as we look to become one of the leading global providers for rare disease/orphan drug development services, post marketing services and to expand our portfolio of co-development partnerships.”
- Number of New Ordinary Shares to be issued by the Company pursuant to the Fundraising: 6,875,000
- Gross Proceeds of the Fundraising: £11 million
- Consideration for the Acquisition: £6 million in cash and 1,875,000 New Ordinary Shares (£3 million at the issue price)
- Ergomed is a fast growing, profitable UK-based company, dedicated to the provision of specialised services to the pharmaceutical industry and the development of new drugs
- Ergomed has a global footprint, operating in over 40 countries across five continents and has more than 60 clients ranging from top 10 pharma companies to biotechnology companies
- It has two complementary businesses: (1) The Services Business – a well-established, clinical research business providing services to the pharmaceutical and biotechnology industry; and (2) The Co-Development Business – a growing portfolio of partnerships with pharmaceutical and biotech companies, providing its drug development services on a selected basis in exchange for a carried interest in any revenues attributable to the drug asset, including out-licensing milestones as well as sales of the product
- Conditional upon Admission, Ergomed will acquire sister company PrimeVigilance, a leading provider of drug safety (pharmacovigilance) and medical information services creating a broader service offering to healthcare companies. PrimeVigilance will continue to operate as an independent, specialised pharmacovigilance and medical information service provider
- Ergomed has particular expertise in oncology, neurology, immunology and the development of orphan drugs, and believes its approach to clinical trials is differentiated from that of other providers by its innovative Study Site Management model and the use of Study Physician Teams
- Ergomed has a strong management team and experienced board comprising: Rolf Stahel, Chairman; Dr Miroslav Reljanovic, Founder and Chief Executive Officer; Neil Clark, Chief Financial Officer; Peter George, Non-Executive Director and Christopher Collins, Proposed Non-Executive Director
- Ergomed and PrimeVigilance generated £19.2 million pro forma revenue in 2013 (15% CAGR from 2011 to 2013) and has a strong order book of signed contracts providing good visibility on revenues to the end of 2015 and beyond
- It has a clear growth strategy to become one of the leading global providers for: (1) Rare disease/orphan drug development services (2) Post marketing services e.g. drug safety and medical information (pharmacovigilance), and (3) Co-development partnerships
The net funds of £9.7 million raised by the Company from the Fundraising will be used as follows:
- £6 million will be used to acquire PrimeVigilance
- The balance of the proceeds will be used to fund general working capital expenses. This will enable existing cash and funds generated by the business to:
- Grow the Company through targeted acquisitions in selected territories to increase the geographical footprint of Ergomed’s operations
- Acquire a proven data management/biostatistics platform to increase the data management capability of its Services Business
- Expand Ergomed’s rare disease franchise to become one of the leading global providers of clinical trials and consultancy services for these indications, as well as expand further into post-marketing services
For media and all other enquiries, please contact:
Mary Clark, Supriya Mathur and Hollie Vile
Tel: +44 203 440 5657
Advisers/Broker to the Company
Juliet Thompson, Jonathan Senior
Tel: +44 207 710 7600
Founded in 1997, Ergomed Plc is a profitable UK-based company, providing drug development services to the pharmaceutical industry and has a growing portfolio of co-development partnerships. It operates in over 40 countries.
Ergomed provides clinical development, trial management and pharmacovigilance services to over 60 clients ranging from top 10 pharmaceutical companies to small and mid-sized drug development companies. Ergomed successfully manages clinical development from Phase I through to late phase programmes.
Ergomed has a wide therapeutic focus, with a particular expertise in oncology, neurology and immunology and the development of orphan drugs. Ergomed believes its approach to clinical trials is differentiated from that of other providers by its innovative Study Site Management model and the use of Study Physician Teams, resulting in a close relationship between Ergomed and the physicians involved in clinical trials.
As well as providing high quality clinical development services, Ergomed is building a portfolio of co-development partnerships with pharma and biotech companies which share the risks and rewards of drug development. Ergomed leverages its expertise and services in return for carried interest in the drugs under development. For further information, visit: https://ergomedplc.com
Rolf Stahel – Non-Executive Chairman
Rolf Stahel brings over 30 years’ experience in the global pharmaceutical industry. He led Shire Pharmaceuticals Group plc as Chief Executive Officer from 1994 to 2003. When he joined Shire, it was privately held and had an estimated value of approximately US$30m, revenues of US$3m and 50 employees. Nine years later, he had implemented six mergers and acquisitions building Shire into a FTSE 100 Company with a market capitalisation of approximately US$3.2bn, revenues of US$1.1bn and 1,800 employees.
Rolf worked for 27 years with Wellcome plc in Switzerland, Italy, Thailand, Singapore and the UK. As Regional Director based in Singapore, Rolf was responsible for 18 Pacific Rim countries. His last position with Wellcome was Director of Group Marketing, based in the UK covering Group Strategy, R&D portfolio evaluation, marketing of existing and new products and business development. In this position, Rolf reported to the Chief Executive of Wellcome. Rolf sits on the Advisory Board of Imperial Business School (Imperial College London). He has been non-executive Chairman of several companies including: Newron Pharmaceuticals; Cosmo Pharmaceuticals; PowderMed; EUSA Pharma. He is currently Non-Executive Chairman of Connexios Life Sciences and Midatech. Rolf, a Swiss national, is a graduate in Business Studies (KSL, CH) and attended 97th AMP (Harvard).
Dr. Miroslav Reljanovic – Founder and Chief Executive Officer
Dr. Miroslav Reljanovic is a medical doctor and a board-certified neurologist. Whilst practising as a physician in a large WHO Collaborating Centre in Zagreb, he was the clinical investigator in numerous Phase II and III studies in the field of neurology and a consultant to various pharmaceutical companies. In 1997 Miro founded Ergomed and he introduced the novel Study Site Coordination model as an intrinsic part of the conduct of clinical studies. This model became a landmark of the Ergomed approach to clinical research, which is paramount to provide high quality trial data in very demanding areas like oncology, neurology and orphan diseases, including rare cancers.
Miro successfully introduced the first European innovative co-development business model and he has completed several transactions with European and North American listed biopharmaceutical companies. Together with co-founder Elliot Brown, MB, MRCGP, FFPM, a well-known international expert in drug safety, Miro started PrimeVigilance in 2008, which soon became a leading specialist vendor of contracted pharmacovigilance services to the pharmaceutical industry.
Neil Clark – Chief Financial Officer
Neil Clark joined Ergomed as Chief Finance Officer in January 2009. Prior to joining Ergomed, Neil was Chief Executive Officer of CeNeS Pharmaceuticals plc, a UK biotech company listed in London. CeNeS was acquired by the German biotech company Paion in 2008. Neil joined CeNeS in 1997 when it was a venture capital backed private biotech company and later became Chief Financial Officer. CeNeS was listed in 1999 and Neil was appointed Chief Executive Officer in 2001. Prior to joining CeNeS, Neil worked for PWC in Cambridge, UK for over ten years on a variety of local, national and international assignments in audit, corporate finance and consultancy. Neil is a qualified chartered accountant (FCA).
Peter George – Non-Executive Director
Peter George joined Ergomed as a non-executive director in May 2014. Peter has over 20 years’ experience in the pharmaceutical services industry and is currently Chief Executive Officer of Clinigen Group plc (AIM: CLIN), the global specialty pharmaceuticals and pharmaceutical services business. Prior to Clinigen, he was CEO at Penn Pharma, having led a £67m management company buy-out in 2007. Before this, Peter was executive Vice President for Wolters Kluwer Health with responsibility for Europe and Asia Pacific regions. Peter has also held roles as the Chief Operating Officer of Unilabs Clinical Trials International Limited, Head of Clinical Pathology in the Oxford region of the NHS and as Director of PharmaPatents Global.
Christopher Collins – Non-Executive Director
Christopher Collins was the CEO and a founding partner of Code Securities, a healthcare focused advisory and broking firm, which was formed in 2003, acquired by Nomura in 2005 and continued as Nomura Code Securities until late 2013. Chris was previously head of the Life Sciences Group at WestLBPanmure, having founded that firm’s activities in the sector in 1 993. He has advised companies at all stages of development on transactions including private financings, IPOs, secondary offerings and mergers and acquisitions. Prior to WestLBPanmure, Chris was Managing Director of Corporate Finance at Panmure Gordon, after eight years as a Director of Corporate Finance at Hoare Govett and nine years in Corporate Finance at Charterhouse Japhet. He has an MBA and read biology at Sussex University.
This announcement is for information purposes only and does not constitute or form part of any offer or invitation to underwrite, sell or issue, or any solicitation of any offer to purchase or subscribe for, any ordinary shares or other securities in the capital of the Company, nor shall it (or any part of it), or the fact of its distribution, form the basis of, or be relied on in connection with or act as any inducement to enter into, any contract whatsoever relating to any ordinary shares or securities.
Oriel Securities Limited is regulated by the Financial Conduct Authority and is acting exclusively for the Company and no one else in connection with the Fundraising and Admission and will not regard any other person (whether or not a recipient of this announcement) as a client in relation to the Fundraising or Admission and will not be responsible to anyone other than the Company for providing the protections afforded to its clients or for providing advice in relation to the Fundraising, Admission or any transaction, arrangements or other matters referred to in this announcement.
The Fundraising and the distribution of this announcement and other information in connection with the Fundraising in certain jurisdictions may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
The New Ordinary Shares have not been and will not be registered under the United States Securities Act 1933 (as amended) nor under the applicable securities laws of the United States of America or any province or territory of Canada, Australia or Japan, nor in any country or territory where to do so may contravene local securities laws or regulations and will not be made to any national, resident or citizen of the United States of America, Canada, Australia or Japan. No reliance may or should be placed by any person for any purpose whatsoever on the information contained in this announcement or on its completeness, accuracy or fairness. The information in this announcement is subject to change. Investments to which this announcement relates may expose an investor to a significant risk of losing all of the amount invested. This announcement does not constitute a recommendation concerning the Fundraising. The value of shares can decrease as well as increase. Potential investors should consult a professional advisor as to the suitability of the Fundraising for the person concerned.
Forward Looking Statements
Certain statements contained within the announcement are forward looking statements and are based on current expectations, estimates and projections about the potential returns of the Group and industry and markets in which the Group operates, the Directors’ beliefs and assumptions made by the Directors. Words such as “expects”, “anticipates”, “should”, “intends”, “plans”, “believes”, “seeks”, “estimates”, “projects”, “pipeline” and variations of such words and similar expressions are intended to identify such forward looking statements and expectations. These statements are not guarantees of future performance or the ability to identify and consummate investments and involve certain risks, uncertainties, outcomes of negotiations and due diligence and assumptions that are difficult to predict, qualify or quantify. Therefore, actual outcomes and results may differ materially from what is expressed in such forward looking statements or expectations. Among the factors that could cause actual results to differ materially are: the general economic climate, competition, interest rate levels, loss of key personnel, the result of legal and commercial due diligence, the availability of financing on acceptable terms and changes in the legal or regulatory environment.
These forward-looking statements speak only as of the date of this announcement. The Group expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained herein to reflect any change in the Group’s expectations with regard thereto, any new information or any change in events, conditions or circumstances on which any such statements are based, unless required to do so by law or any appropriate regulatory authority.