REG - ReNeuron Group plc - Corporate update and AIM cancellation

ReNeuronAnnouncement

30/08/2024 07:00

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RNS Number : 2284C  ReNeuron Group plc  30 August 2024

30 August 2024

 

ReNeuron Group plc

("ReNeuron" or the "Company")

 

Corporate update and cancellation of admission to trading on AIM

 

ReNeuron Group plc (in administration) (AIM: RENE), a UK based leader in stem
cell derived exosome technologies, provides the following corporate update in
regards the Company's ongoing administration process ("Administration
Process") and notifies of the cancellation of the Company's ordinary shares
("Ordinary Shares") from trading on AIM.

 

Update on Creditor Position

Further to the announcement on 2 August 2024 (the "Announcement"), Stephen
Cork and Mark Smith of Cork Gully LLP (the "Joint Administrators"), have
remained in discussions with the ReNeuron's main creditors to seek to clarify
the liabilities of the Company and ascertain the Company's financial solvency
in light of its current cash resources. The Joint Administrators anticipate
being able to resolve matters such that the Company can exit Administration on
a going concern basis in due course. However, this will only occur when the
necessary legal documentation has been agreed and the Joint Administrators are
working with creditors on this basis.

 

Update on Financing Discussions

As set out in the Announcement, the Company has been seeking to identify
potential investors that would be willing to invest in new equity capital to
enable the Company to continue to trade on a going concern basis and function
as an appropriately staffed research and development organization. However, in
view of the limited quantum of funds identified to date and the terms of those
potential investors, the Board of ReNeuron has determined that it is not in
the interests of existing shareholders to progress with a highly dilutive
fundraise and continue to incur the additional costs and regulatory
obligations of being listed on AIM.

 

Cancellation from AIM

In light of the above, as the Joint Administrators and the Board of ReNeuron
no longer consider that there is a realistic possibility that the Company
could raise sufficient funds to enable the Company to exit the Administration
Process with sufficient working capital that would permit the restoration of
trading on AIM on acceptable terms, notwithstanding the ongoing creditor
discussions. Therefore, pursuant to Rule 41 of the AIM Rules, and with the
ordinary shares of the Company having been suspended for more than six months,
the Company's admission to trading on AIM will be cancelled with effect from
7.00 a.m. on 2 September 2024 ("Cancellation").

 

Upon the Cancellation becoming effective, Allenby Capital will cease to be
nominated adviser to the Company pursuant to the AIM Rules.

 

Next steps

The Joint Administrators will continue discussions with creditors to seek to
determine the solvency of the business.  Once this has been determined, the
Joint Administrators, in consultation with the Board, will decide the
appropriate course of action. There are a number of possible options available
to the Company, including, but not limited to, continuation as a private
company.

 

On the assumption that the Joint Administrators can secure documented
agreements with the key outstanding creditors, the Board intends to exit
administration as private company. Post administration, the Company proposes
to continue with a small team lead by Iain Ross and Randolph Corteling and
will have sufficient cash to exploit and potentially commercialise specific
unencumbered research assets, intellectual property and existing licences to
form the basis of a standalone development and licensing business and thereby
create an immediate increase in shareholder value and ultimately help to
secure an exit for the business.

 

Notwithstanding that the Company will no longer be subject to the AIM Rules,
post cancellation the Joint Administrators and the ReNeuron board is committed
to keeping shareholders abreast of developments and will continue to publish
news of these developments on its website as appropriate.

 

Takeover Code

The Company will currently remain subject to the Takeover Code for a period of
at least ten years following the Cancellation, provided the Company continues
to have its place of central management and control in the UK, Channel Islands
or Isle of Man. However, in the event that, subsequent to the Cancellation
further Board changes result in the Company's place of central management and
control being outside the UK, Channel Islands or Isle of Man, then the Company
may not be subject to the Takeover Code.

 

It should be noted that the future scope of the application of the Takeover
Code is currently under review by the Panel and is the subject matter of a
public consultation paper (PCP 2024/1) which proposes a refocusing and
significant narrowing of the types of companies that are subject to the
Takeover Code. This public consultation closed on 31 July 2024. If these rule
changes are adopted in the form and broadly in the timescale proposed, the
Company would cease to be subject to the Takeover Code three years after the
date of implementation of such changes.

 

Enquiries:

 

 Cork Gully LLP                                                     +44 (0)20 7268 2150 or
 Stephen Cork, Joint Administrator                                  reneuron@corkgully.com
 Mark Smith, Joint Administrator

 ReNeuron Group plc                                                 www.reneuron.com/investors (http://www.reneuron.com/investors)
 Iain Ross, Executive Chairman                                      Via Cork Gully

 Allenby Capital Limited (Nominated Adviser and Broker)             +44 (0)20 3328 5656
 James Reeve/George Payne/Dan Dearden-Williams (Corporate Finance)
 Stefano Aquilino/Kelly Gardiner (Sales & Corporate Broking)

 

 

 

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