Cyprotex PLC
(“Cyprotex” or “the Company”)
Proposed Share Consolidation and
Notice of General Meeting
Cyprotex PLC (AIM: CRX), a specialist ADME-Tox Contract Research Organisation(CRO), announces that it has today posted a circular to shareholders dated 3 July 2014 ("Circular") setting out details of a proposed consolidation of share capital (" ShareConsolidation").
Under the Share Consolidation it is proposed that every 10 existing ordinary shares will be consolidated into one new ordinary share, with any fractional entitlements arising from the Share Consolidation being aggregated and sold in the market on behalf of the relevant Shareholders and the proceeds donated to charity.
The Board believes that the consolidation of share capital will result in a more appropriate number of shares in issue for a company of Cyprotex’s size in the UK market. The Share Consolidation may also help to make the Shares more attractive to investors and may result in a narrowing of the bid/offer spread, thereby improving liquidity.
The Share Consolidation is subject to the approval of shareholders at a general Meeting which is being held at 11.00 a.m. on 24 July 2014. If the resolution is approved, trading in the consolidated shares should begin on 28 July 2014.
Following the Share Consolidation, Shareholders will still hold the same proportion of the Company’s ordinary share capital as before the Share Consolidation (save in respect of fractional entitlements). Other than a change in nominal value, the New Ordinary Shares will carry equivalent rights under the Articles of Association to the Existing Ordinary Shares.
Further details of the Share Consolidation are set out in the Circular which will be made available on the Company’s website at
The Definitions which apply in the Circular have been used in this announcement.
For further information:
Cyprotex PLC / Tel : +44 (0)1625 505 100Dr Anthony Baxter, Chief Executive Officer
John Dootson, Chief Financial Officer
Mark Warburton, Chief Operating Officer and Legal Counsel
/
N + 1 Singer (NOMAD and broker to Cyprotex) / Tel : +44 (0)20 7496 3000
Shaun Dobson
Jen Boorer
/
FTI Consulting / Tel : +44 (0)20 7831 3113
Simon Conway
Mo Noonan
/
Expected Timetable
Publication of this document and announcement of the Share Consolidation / 3July 2014Latest time and date for receipt of Forms of Proxyfor the General Meeting / 11.00 a.m. on 22 July 2014
General Meeting / 11.00 a.m. on 24 July 2014
Latest time and date of dealing in the Existing Ordinary Shares / 5.00 p.m. on 25 July 2014
Record date for Share Consolidation / 5.00 p.m. on 25 July 2014
Admission and first day of dealing in the New Ordinary Shares / 8.00 a.m. on 28 July 2014
Credit CREST with New Ordinary Shares / as soon as possible after 8.00 a.m. on 28 July 2014
Despatch of share certificates for New Ordinary Shares / by 8 August 2014
About Cyprotex PLC
Cyprotex is listed on the AIM market of the London Stock Exchange (CRX). It has sites in Macclesfield, near Manchester in the UK, Watertown, MA and Kalamazoo,MI in the US. The Company was established in 1999 and works with more than 900 partners within the pharmaceutical and biotech industry, cosmetics and personal care industry and the chemical industry. Cyprotex acquired Apredica and the assets of Cellumen Inc. in August 2010 and the combined business provides support for a wide range of experimental and computational ADME-Tox and PK services, extending from early drug discovery through to IND submission. The acquisition of the assets and business of CeeTox in January 2014 has enabled Cyprotex to expand its range of services to target the personal care, cosmetics and chemical industries. The Company’s core capabilities include high quality in vitro ADME screening services, mechanistic toxicology and high content toxicology screening services, including our proprietary CellCiphr® toxicity prediction technology, predictive modelling using PBPK and QSAR techniques, including Cloe® PK for in vivo PK prediction, and a range of skin, ocular and endocrine disruption services. For more information, see