Oxford Pharmascience Group plc (AIM: OXP), the specialty pharmaceutical company that redevelops medicines to make them better, safer and easier to take, announces that at its General Meeting held earlier today all resolutions, including those to approve the demerger of its subsidiary Oxford Pharmascience Limited ("Demerger"), reduction of capital ("Capital Reduction"), share buyback authority, changes to the Company's articles of association and change of name were duly passed.
The resolutions passed included those necessary to enact a demerger of certain operating and other assets from the business of the Group to its subsidiary, Oxford Pharmascience Limited ("OPL"). On completion of the Demerger, Shareholders on the register of the Company as at 4 December 2017 will receive shares in OPL pro rata to their holdings in the Company at that date, and OPL will become a separate private company.
Following completion of the Demerger, the Company will become a Rule 15 Cash Shell with cash resources of approximately £19.3 million as at 31 October 2017. The Company will be required to make an acquisition which constitutes a reverse takeover under Rule 14 of the AIM Rules (including seeking re-admission as an investing company (as defined under the AIM Rules)) on or before the date falling six months from completion of the Demerger.
In seeking and considering potential acquisitions, the Board of Directors intends to identify opportunities offering the potential to deliver value creation and returns to shareholders over the medium to long-term. The Company will consider investment opportunities in any sectors as they arise, however, the Board of Directors have a combined skill set and experience particular to the pharmaceutical, biotechnology and technology sectors. If the Directors are unable to identify a compelling target and complete a reverse takeover within the required timeframe, or require less cash to do so and to fund the resulting group, they retain the option to return capital to shareholders.
The Capital Reduction remains subject to the Court's approval and an application will now be made to Court in this regard. On completion of the Demerger, which is expected to take place by the end of the calendar year, the Company will be renamed Abaco Capital plc and certain directors will resign from the Board.
A further announcement in relation to both the Capital Reduction and Demerger will be made in due course.
For further information:
|Oxford Pharmascience Group Plc|
|Chris Hill, Chief Financial Officer||+44 20 7554 5875|
|N+1 Singer (Nominated Adviser & Broker)|
|Aubrey Powell/Jen Boorer||+44 20 7496 3000|