Silence Therapeutics Announces Subscription and Open Offer to Raise up to £5.7 Million
LONDON, July 12, 2012 /PRNewswire/ –
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, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND OR THE REPUBLIC OF SOUTH
AFRICA 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 NEW ORDINARY SHARES, 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 WITH RESPECT TO THE
PROPOSED SHARE CAPITAL REORGANISATION, SUBSCRIPTION, ISSUE OF CONVERTIBLE LOAN NOTE, OPEN
OFFER OR ESTABLISHMENT OF AN EQUITY FINANCE FACILITY OR OTHERWISE. THIS ANNOUNCEMENT IS
NOT A CIRCULAR AND INVESTORS SHOULD NOT SUBSCRIBE FOR OR PURCHASE ANY NEW ORDINARY SHARES
REFERRED TO IN THIS ANNOUNCEMENT EXCEPT SOLELY ON THE BASIS OF INFORMATION IN THE CIRCULAR
EXPECTED TO BE PUBLISHED TODAY. COPIES OF THE CIRCULAR WILL, FOLLOWING PUBLICATION, BE
AVAILABLE FROM SILENCE THERAPEUTICS’ OFFICES AT THE ROYAL INSTITUTION OF GREAT BRITAIN, 21
ALBEMARLE STREET, LONDON, W1S 4BS.
THE SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES, UNLESS REGISTERED
UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR PURSUANT TO
AN EXEMPTION FROM SUCH REGISTRATION. NO PUBLIC OFFERING OF THE SECURITIES DISCUSSED HEREIN
IS BEING MADE IN THE UNITED STATES AND THE INFORMATION CONTAINED HEREIN DOES NOT
CONSTITUTE AN OFFERING OF SECURITIES FOR SALE IN THE UNITED STATES AND THE COMPANY DOES
NOT CURRENTLY INTEND TO REGISTER ANY SECURITIES UNDER THE SECURITIES ACT. THIS
ANNOUNCEMENT IS NOT FOR DISTRIBUTION DIRECTLY OR INDIRECTLY IN OR INTO THE UNITED STATES.
Silence Therapeutics plc
(“Silence” or the “Company”)
Subscription and Open Offer of New Ordinary Shares
The Board of Silence is pleased to announce a Fundraising of up to GBP5.7 million
(before expenses) through the issue of up to 840,000,000 New Ordinary Shares by way of a
Subscription at 0.5 pence per Ordinary Share to certain investors and Directors and up to
a further 100,019,847 New Ordinary Shares to be issued through an Open Offer at 0.5 pence
per New Ordinary Share and the issue of a Convertible Loan Note of GBP1 million. The Issue
Price represents a discount of approximately 44 per cent. to the price of 0.89 pence per
share, being the Closing Price of the Company’s Ordinary Shares on 11 July 2012. The
Company also announces that it has entered into a GBP10 million Equity Finance Facility
(“EFF”), conditional upon Admission, with Darwin Strategic Limited, a subsidiary of
Alphagen Volantis Fund (“Henderson”) part of the fund management group Henderson Global
The Fundraising is conditional, inter alia, upon the passing by Shareholders of
certain Resolutions at the General Meeting (and is subject to the effect of the Share
The total amount that the Company could raise under the Fundraising is GBP5.7 million
(before expenses), assuming all the Open Offer Entitlements are taken up. The
Subscription, the Open Offer and the Convertible Loan Note are not underwritten.
The circular (the “Circular”) relating to the Subscription and Open Offer will be
posted to shareholders today. The Circular contains a notice of general meeting to
approve, inter alia, the Subscription and Open Offer which will be held at the offices of
Covington & Burling LLP, 265 Strand, London, WC2R 1BH at 10.00 a.m. on 31 July 2012.
The Circular will soon be available to view on the Company’s website (
http://www.silence-therapeutics.com). Copies of the Circular will be also available
from the offices of Silence plc, The Royal Institution of Great Britain, 21 Albermarle
Street, London, W1S 4BS and at the offices of Covington & Burling LLP, 265 Strand, London,
Jerry Randall, Chairman, said: “In very challenging markets, Silence Therapeutics has
secured commitments from existing and new shareholders to raise at least GBP5.2 million.
Over the next two years we expect to conclude multiple value-driving events including
completion of a second clinical trial of Atu027. The proceeds from this fundraising will
strengthen the balance sheet with a view to ensuring that Silence extracts the highest
value from its products and RNAi technology platform.”
Background to and Reasons for the Fundraising and Use of Proceeds
On 21 March 2012, the Company announced its unaudited preliminary results for the 12
months ended 31 December 2011. In this announcement, the Company disclosed that the Group
had cash resources which, based on the current levels of cash expenditure, are expected to
last into the second half of 2012. As a consequence, the Group stated that it would
require additional finance at some point in the future to enable its strategy for creating
Shareholder value to be implemented in an optimal manner.
It is the intention of the Directors that the amount of GBP5.2 million (before costs)
being raised from the Subscription and the Convertible Loan Note will be used to support
the development of the RNAi platform as outlined below.
The proceeds of the Fundraising will enhance the Group’s financial position and
provide it with sufficient cash resources to fund the business until 2014. This injection
of funding would extend the existing window of opportunity for exploitation of the RNAi
platform and the Company’s lead development candidate Atu027. In particular, it would
enable the Company to conduct a small Phase Ib trial and a subsequent small Phase IIa
trial of Atu027, as described below. It would also enable the Company, and its
Shareholders, to benefit from potential milestone payments which may arise from existing
licensing agreements and licences which may arise from recently announced research
collaborations including those with InteRNA Technologies BV and miRagen Inc.
If the Resolutions are not passed by Shareholders at the General Meeting, the
Fundraising would be unable to proceed. In this situation, the Company would not have cash
resources to maintain current operations beyond the second half of 2012 and would need to
consider alternative strategic options that the Directors believe would not be in the best
interests of Shareholders. These actions could include the sale of the business at a price
which Directors believe would not recognise the potential long-term value of the business
or possible insolvency.
It is the view of the Board that sale of the business in this circumstance would not
enable Shareholders to benefit from the significant investment already made in developing
the RNAi platform and Atu027 or the potentially significant value creation opportunity in
RNAi therapeutics and in particular in Atu027 that would be afforded if sufficient
finances were available.
Share Capital Reorganisation
Subject to the passing of Resolution 1 at the General Meeting, the Directors propose
to sub-divide each Existing Ordinary Share of 1 pence in nominal value into one
Sub-divided Share of 0.1 pence in nominal value and one Deferred Share of 0.9 pence in
nominal value. The Sub-divided Shares of 0.1 pence each so created will continue to carry
the same rights as attach to the Existing Ordinary Shares of 1 pence each (save for the
reduction in nominal value). The Deferred Shares will be transferable only with the
consent of the Company and will not be admitted to trading on AIM and will have the rights
set out in the New Articles. The Directors consider the Deferred Shares so created to be
of no economic value. The Deferred Shares will, subject to Shareholder approval pursuant
to Resolution 9 of the Resolutions, be repurchased by the Company in accordance with the
New Articles for one pence in aggregate and, following such repurchase, shall be
cancelled. The repurchase of the Deferred Shares will be financed out of the proceeds of
the issue of the New Ordinary Shares.
The Share Capital Reorganisation will enable the Company to issue and allot shares at
a price below the former nominal value of the Ordinary Shares.
No certificates will be sent to Shareholders in respect of the Share Capital
Reorganisation, as Shareholder holdings will not change.
During the last 12 months Silence has made progress in advancing its pipeline,
capitalising on its RNAi drug delivery capabilities through research collaborations with
third parties and in strengthening its intellectual property. In addition, Silence’
licensee Quark Pharmaceuticals Inc. has continued to make progress with its clinical
programmes which are based on Silence’ AtuRNAi technology. The Company is now focused on
creating value by making further advances in all aspects of the business.
Atu027, for the treatment of solid tumours, is Silence’ most advanced internal drug
candidate. Atu027 combines Silence’ proprietary drug delivery system AtuPLEX with AtuRNAi,
the Company’s proprietary RNAi chemistry. Atu027 specifically targets PKN3, a protein
implicated in cancer growth and metastases. Pre-clinical studies have indicated that
Atu027 works by inhibiting blood supply to solid tumours and has a particular profound
impact on the prevention and growth of metastases. Combination with other currently
marketed anti-cancer drugs has demonstrated additive effects in pre-clinical studies.
Silence is currently conducting a Phase I trial of Atu027 in patients with solid
tumours. Interim results from the trial were announced at the annual meeting of the
American Society of Clinical Oncology (‘ASCO’) in June 2012. The results demonstrated that
10 of the 33 patients treated with Atu027 achieved stable disease at study end (three
months after treatment initiation). Patient recruitment into this trial is now complete. A
total of 34 patients have been recruited into the trial which is expected to finish in
July 2012 with results available shortly thereafter. To date, Atu027 has been shown to be
safe and well tolerated. The Company plans to use proceeds from this Fundraising to
conduct a small Phase Ib trial using Atu027 in combination with a chemotherapy regimen,
and subject to the results of this study and any necessary preclinical work, conduct a
small Phase IIa trial.
Atu111, for the treatment of acute lung injury, is the Company’s most advanced drug
outside oncology. Unlike Silence oncology drug candidates, Atu111 combines Silence’
DACC drug delivery system with AtuRNAi. The target for this RNAi therapeutic is
undisclosed. However, pre-clinical models using the DACC delivery system have shown
sustained knockdown of up to three weeks in the lung endothelium. Silence recently
completed proof-of-concept studies in a pre-clinical model of acute lung injury
demonstrating encouraging results using Atu111. Based on these results, Silence plans to
conduct further studies in different pre-clinical models of acute lung injury.
Diseases including liver fibrosis and liver cancer continue to be areas of high unmet
medical need and their high prevalence in Asia mean they are of increasing interest to
pharmaceutical companies. Silence has developed a novel delivery system known as DBTC that
enables highly specific delivery of siRNA molecules to cells of the liver including
hepatocytes. Silence therefore recently initiated several programmes looking at liver
fibrosis and liver cancer in collaboration with Professor Schuppan and Professor Pinzani,
two key opinion leaders in the field of liver disease. These collaborators are
facilitating target selection and providing proof-of-concept experimental systems.
In addition to its Atu111 programme, Silence is looking to exploit DACC, its lung
endothelium specific RNAi delivery system in other areas of lung disease and is therefore
exploring several drug candidates in a variety of lung cancer models.
New delivery systems
Silence continues to work to both improve its existing, and develop, new RNAi delivery
systems that target new cell types and organs.
Zamore Design Rules
Through its acquisition of Intradigm Corporation, Silence obtained exclusive licences
to three Zamore patent families from the University of Massachusetts Medical School, where
Philip D. Zamore, PhD is the co-director of the RNA Therapeutics Institute. Following a
review of these licences, Silence has now decided that their high cost of maintenance is
not warranted and has entered into discussion with the University of Massachusetts with a
view to returning these rights.
Terms of the Subscription
The Company has today conditionally placed 840,000,000 Subscription Shares at 0.5
pence per share with existing and new investors to raise GBP4.2 million before expenses.
The Subscription is conditional, inter alia, upon the passing of the Resolutions 1 to 3
and 8 and 9 (as set out in the Notice of General Meeting), the Share Capital
Reorganisation occurring and Admission.
Details of the Open Offer
Silence is proposing to raise up to GBP0.5 million (before expenses) pursuant to the
Open Offer. The proposed Issue Price of 0.5 pence per Open Offer Share is the same price
as the price at which the Subscription Shares are being issued.
The Open Offer is being made on a pre-emptive basis, allowing all Qualifying
Shareholders the opportunity to participate. The Open Offer is not underwritten. The
Fundraising is not conditional upon the level of applications made to subscribe under the
Open Offer. Accordingly, if no applications to subscribe under the Open Offer are
received, the total amount that the Company would raise via the Fundraising would be
GBP5.2 million (before expenses).
The Open Offer provides Qualifying Shareholders with the opportunity to apply to
acquire Open Offer Shares at the Issue Price pro rata to their holdings of Existing
Ordinary Shares as at the Record Date (subject to the effect of the Share Capital
Reorganisation) on the following basis:
1 Open Offer Shares for every 5.77 Existing Ordinary Shares
and so on in proportion for any other number of Existing Ordinary Shares then held.
Shareholders holding less than 5 Ordinary Shares will have no entitlements under the Open
Offer. Entitlements to apply to acquire Open Offer Shares will be rounded down to the
nearest whole number and any fractional entitlement to Open Offer Shares will be
disregarded in calculating the Qualifying Shareholder’s entitlement.
The Open Offer Shares will be issued in the form of Sub-divided Shares following the
Share Capital Reorganisation and, when issued and fully paid, will rank pari passu in all
respects with the Existing Ordinary Shares, including the right to receive all dividends
or other distributions made, paid or declared after the date of their issue.
The Open Offer is subject to the satisfaction, amongst other matters, of the following
conditions on or before 1 August 2012 (or such later date as agreed by the Company):
1) the passing of the Resolutions 1 to 3 and 8 and 9 (as set out in the Notice of General Meeting), including the Share Capital Reorganisation occurring;
1) Admission becoming effective by 8.00 a.m. on 1 August 2012, (or such later date as agreed by the Company).
Convertible Loan Note
The Company also announces today the conditional issue of a GBP1 million Convertible
Loan Note to Robert Keith. The principal terms of the Convertible Loan Note are:
- repayment on 1 August 2019, seven years after issue, if not previously converted into Ordinary Shares; - convertible into newly issued Ordinary Shares at the Issue Price; - convertible at any time from issue to maturity.
The price at which the Convertible Loan Note will convert into Ordinary Shares is
subject to adjustment in certain circumstances. The Convertible Loan Note is secured by
way of a pledge by the Company over the entire issued share capital of Silence AG and by a
pledge by Silence AG of certain intellectual property rights owned by Silence AG.
In addition to the Convertible Loan Note, the Company has conditionally granted
warrants over 7,500,000 Ordinary Shares, to ISM Capital pursuant to the CL Warrant. The
warrants will be exercisable at a price of 1 pence at any time prior to the expiry of 36
months from the date of the CL Warrant.
The Convertible Loan Note and the CL Warrant are conditional, inter alia, upon the
passing of Resolutions 1 to 3 and 8 and 9 (as set out in the Notice of General Meeting),
the Share Capital Reorganisation occurring and Admission of the New Ordinary Shares.
Establishment of an Equity Finance Facility
The EFF provides Silence with a GBP10 million facility which (subject to certain
limited restrictions) can be drawn down at any time over the next three years. The timing
and value of any draw down is at the sole discretion of the Company.
Silence is under no obligation to make a draw down. The Company may make draw downs up
to the total value of the EFF by way of issuing subscription notices to Darwin. Following
delivery of a subscription notice, Darwin will subscribe and the Company will allot to
Darwin new Ordinary Shares in Silence.
The subscription price for any Ordinary Shares to be subscribed by Darwin under a
subscription notice will be at a 5 per cent. discount to the average of the three lowest
reference prices where the reference prices will be the volume weighted average price of
Ordinary Shares for each of 15 trading days following delivery of a subscription notice
(the “Pricing Period”). Silence is also obliged to specify in each subscription notice a
minimum price (the “Floor Price”) below which Ordinary Shares will not be issued to
Darwin. The Company will have the right to modify that Floor Price at any time with the
consent of Darwin during the relevant Pricing Period. The number of Ordinary Shares issued
on each draw down may not exceed 25 per cent. of the issued Ordinary Shares as enlarged by
The maximum number of Ordinary Shares which may be issued under any individual
subscription notice will be 400 per cent. of the average daily trading volume of Silence’s
Ordinary Shares over the 15 trading days preceding the issue of the relevant subscription
notice. The number of shares to be issued may be reduced in certain circumstances,
including where the Floor Price is not maintained, the Company’s shares not being traded
or the Company having suffered a material adverse effect during the Pricing Period. There
is an over-allotment facility available to the Company under which the Company may
authorise Darwin at Darwin’s discretion to increase the amount of draw down by up to the
aggregate undrawn amount under the Equity Finance Facility.
The issuance of a subscription notice is conditional upon the satisfaction of certain
subscription notice conditions (the “Subscription Notice Conditions”) which have been
agreed between Darwin and the Company. Any subscription notice which Silence may issue
will only be valid to the extent that it has the requisite shareholder authority to issue
the maximum number of Ordinary Shares that Darwin may be required to subscribe under the
relevant subscription notice.
The Equity Finance Facility is conditional on the Company granting to Darwin a warrant
to subscribe for up to 3,330,000 New Ordinary Shares at 1.5 pence per share at anytime
within 36 months.of grant.
Irrevocable commitments from certain Directors and major Shareholders
The Directors who in aggregate hold 3,911,256 Existing Ordinary Shares, representing
approximately 0.68 per cent. of the existing issued ordinary share capital of the Company,
have irrevocably undertaken to vote in favour of the Resolutions at the General Meeting.
Certain major Shareholders, namely Robert Keith, and ACP IV LP who in aggregate hold
92,682,266 Existing Ordinary Shares representing approximately 16.06 per cent. of the
existing issued ordinary share capital of the Company, have irrevocably undertaken not to
take up their entitlements under the Open Offer and to vote in favour of the Resolutions
at the General Meeting.
Current Trading and Prospects
Silence is a global leader in RNAi Therapeutics. The Company is nearing the completion
of an open-label, dose escalation Phase I trial of its lead drug candidate Atu027 in
patients with solid tumours. As at 30 June 2012, 34 patients have been treated with drug,
which has been found to be safe and well tolerated. The trial is now expected to be
completed in July 2012 with results available shortly thereafter.
In addition to Silence’ own programmes, the Company has licensed its RNAi technology
to several pharmaceutical companies including AstraZeneca, Dainippon Sumitomo, Pfizer and
Quark. Silence has licensed its AtuRNAi technology to both Quark and Pfizer, which are
collaborating on the development of PF-04523655 (PF-’655). In February 2012, Quark
initiated a 264 patient Phase IIb trial of PF-’655 in patients with diabetic macular
oedema. The trial is designed to compare the efficacy of PF-’655 when used alone or in
combination with Lucentis (Novartis/Roche) against Lucentis in patients with diabetic
macular oedema. The trial is expected to complete in the middle of 2014. In May 2012,
Quark also announced it had amended its agreement with Pfizer to enable it to initiate a
108 patient Phase IIa trial of PF-’655 in patients with open-angle glaucoma (the most
common type of glaucoma). Quark and Pfizer have also conducted a Phase II trial of PF-’655
in age-related macular degeneration, the leading cause of blindness in the elderly. In
addition to royalties on product sales, milestones from these programmes could now total
up to $120 million of which $6 million has been received to date. A further milestone of
almost $4 million is due to Silence on initiation of a Phase III trial.
In addition to PF-’655, Quark is also developing QPI-1002 for the prevention of
delayed graft function in kidney transplant patients and for the prevention of acute
kidney injury. QPI-1002 is based on Silence AtuRNAi technology. In August 2010, Quark
signed an option and licence agreement for QPI-1002 with Novartis for an upfront payment
of $10 million. Quark is currently conducting a 366 patient Phase II trial of QPI-1002 in
prevention of delayed graft function in kidney transplant patients. The trial is due to be
completed before the end of 2012. Based on the results of this study, Novartis may decide
to exercise its option to license QPI-1002. Quark also plans to initiate a Phase II trial
of QPI-1002 in acute kidney injury. In addition to royalties on product sales, milestones
to Silence from these programmes could total up to $100 million.
During the last 12 months, Silence has signed a number of delivery collaborations to
evaluate the Company’s three RNAi delivery systems including agreements with InteRNA
Technologies BV, miRagen Inc. and Mirna Inc. Discussions with several other parties
regarding similar collaborations are ongoing. If successful, these collaborations could
lead to these parties taking a licence to Silence delivery technologies.
Potential News Flow Events 2012-2014
In the near and medium term, the Directors believe there is the possibility of
multiple potential news flow events from the existing product portfolio of programme
deals, and opportunities within the RNAi technology platform, that could, dependent on
success, act as value creation points for the business. The indicative dates are the
Company’s estimates, however no assurance can be given that the various events will be
achieved by those dates, or indeed at all.
Internal Product Portfolio
Atu027 (treatment of solid tumours)
- Completion of Phase I trial of Atu027 (July 2012) - Final Phase I results of Atu027 (third quarter of 2012) - Initiation of Phase Ib trial (end of 2012/early 2013) - Completion of Phase Ib trial (2014)
Atu111 (treatment of acute lung injury)
- Completion of further proof-of-concept pre-clinical models (end 2012)
Partnered Product Portfolio
PF-’655 (diabetic macular oedema, glaucoma and age-related macular degeneration)
- Completion of Phase IIb MATISSE study (2014) - Initiation of Phase IIa trial in glaucoma (trial start date not yet disclosed by Quark)
QPI-1002 (acute kidney injury ‘AKI’ and prevention of delayed graft function ‘DGF’)
- Completion of Phase II trial in prevention of delayed graft function (second half of 2012) - Potential milestone payment upon Novartis' exercise of a license (2013)
Related Party Transaction
As part of the Fundraising, the Directors propose to issue 200,000,000 Subscription
Shares to Robert Keith which will represent approximately 13.18 per cent. of the Company’s
Enlarged Share Capital. In addition, the Directors propose to issue a GBP1 million
Convertible Loan Note to Robert Keith which can be converted at any time into a further
200,000,000 Ordinary Shares at an issue price of 0.5 pence.
The proposed issue of the 200,000,000 Subscription Shares and the Convertible Loan
Note will constitute a Related Party Transaction for the purpose of AIM Rule 13 as a
result of Robert Keith being a “substantial shareholder” as defined by the AIM Rules for
Companies. As at the date of this announcement, Robert Keith holds 11.67 per cent. of the
Company’s issued share capital.
As part of the Fundraising, Jerry Randall has agreed to increase his roles and
responsibilities from Non-executive Chairman to become Executive Chairman. The transition
to Executive Chairman will occur at Admission. At Admission, and subject to the transition
to Executive Chairman, the Board intends to grant Mr Randall share options over 3 per
cent. of the issued share capital.
In addition, the Board has decided to appoint Ali Mortazavi as Director of Corporate
Strategy for the Company. Mr Mortazavi’s appointment as an Executive Director will
commence from Admission. At Admission, and subject to his appointment as a Director, the
Board intends to grant Mr Mortazavi share options over 5 per cent. of the issued share
capital of the Company.
In addition, Dr Tony Sedgwick and Max Herrmann have agreed to step down from the
Company at Admission. In order to enable a smooth and orderly transition, Mr Herrmann has
agreed to provide consultancy services to the Company for 6 months during which time, the
Company will look for an appropriate replacement. Dr Sedgwick has also agreed to provide
consultancy services and act as an adviser to the Company for a period of eight and a half
months following the completion of the Fundraising.
In addition, Annette Clancy has decided to step down as Non-executive Director at
Intentions of the Directors and the Proposed Director in relation to the Subscription
Several of the Directors and the Proposed Director have agreed to subscribe for
Subscription Shares as follows:
Director Number of Subscription Shares
Anthony Sedgwick 2,000,000
Max Herrmann 2,000,000
Ali Mortazavi 20,000,000
The Directors do not intend to acquire Open Offer Shares pursuant to their respective
Open Offer Entitlements.
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
Record Date and time for entitlements under the Open Offer 5.00 p.m. on 10 July
Existing Ordinary Shares marked ‘ex’ by the London Stock Exchange 8.00 a.m. on 12 July
Announcement of the Fundraising and posting of Circular, Application Forms
and Form of Proxy 12 July
Open Offer Entitlements credited to
stock accounts in CREST of Qualifying CREST Shareholders 8.00 a.m. on 13 July
Recommended latest time for requesting withdrawal of Open
Offer Entitlements from CREST 4.30 p.m. on 19 July
Latest time for depositing Open Offer Entitlements
into CREST 3.00 p.m. on 20 July
Latest time and date for splitting of Application Forms
(to satisfy bona fide market claims only) 3.00 p.m. on 25 July
Latest time and date for receipt of Forms of Proxy and electronic proxy
appointments via the CREST system 10.00 a.m. on 29 July
Latest time and date for receipt of completed Application
Forms and payment in full under the Open Offer or settlement
of relevant CREST instruction (as appropriate) 11.00 a.m. on 27 July
Latest time and date for receipt of Forms of Proxy and electronic proxy
appointments via the CREST system 10.00 a.m. on 29 July
Results of the Fundraising announced through the RIS 31 July
General Meeting 10.00 a.m. on 31 July
Record date for Share Capital Reorganisation 5.00 p.m. on 31 July
Sub-division of Existing Ordinary Shares 5.00 p.m. on 31 July
Admission and commencement of dealings of the New Ordinary Shares 1 August
New Ordinary Shares credited to CREST stock accounts 1 August
Despatch of definitive share certificates for New Ordinary Shares within 14 days of
(1) References to times in this Announcement are to London time (unless otherwise
(2) If any of the above times or dates should change, the revised times and/or dates
will be notified by an announcement to an RIS.
(3) The dates and timing of the events in the above timetable and in the rest of this
Announcement is indicative only and may be subject to change.
Defined terms in this announcement take the same meaning as set out in the Circular.
For further information please contact:
Silence plc Tel: +44-(0)20-7491-6520 Jerry Randall, Chairman Anthony Sedgwick, CEO Max Herrmann, CFO Singer Capital Markets Ltd Tel: +44-(0)20-3205-7500 Shaun Dobson Claes Spang M: Communications Tel: +44-(0)20-7920-2345 Sarah Macleod Claire Dickinson Darwin Strategic Tel: +44-(0)20-7938-5754 Anand Sambasivan / Jamie Vickers
SOURCE Silence Therapeutics Plc