31st Mar 2014 09:00
ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES") | ||||||||||||
COMPANY NAME: | ||||||||||||
Alexander David Investments plc (to be renamed Tiziana Life Sciences PLC) ("the Company")
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COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) : | ||||||||||||
Registered office: 6 New Street Square New Fetter Lane London EC4A 3BF
Trading address: 131 Finsbury PavementLondon EC2A 1NT
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COUNTRY OF INCORPORATION: | ||||||||||||
UK
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COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26: | ||||||||||||
www.ad-investments.com
To be changed following Admission and change of name to:
www.tizianalifesciences.com
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COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED: | ||||||||||||
The Company is proposing to acquire the entire issued share capital of Tiziana Pharma Limited (TPL), which constitutes a reverse takeover under AIM Rule 14 and which, if approved by shareholders, will have the effect of changing the status of the Company from an investing company under the AIM Rules to an operating company with a material trading activity. The so enlarged group's operations would thereafter constitute exclusively those of TPL, which is a development stage biotechnology company.
Subject to shareholder approval, the Directors also propose to change the name of the Company from Alexander David Investments plc to Tiziana Life Sciences plc.
TPL was formed in November 2013 as a vehicle to acquire and exploit certain intellectual property in biotechnology. TPL's mission is to discover and develop novel molecules that impact human disease in the area of oncology, with a particular focus on metastatic cancers. The first of TPL's programmes seeks to develop a drug for application in the therapeutic area of metastatic breast cancer and it is intended that further research and development programmes will be evaluated and pursued in other metastatic cancer indications to provide additional potential value to shareholders.
The intellectual property of TPL was developed by Dr Andrea Brancale, Dr Richard Clarkson and Dr Andrew Westwell, all of whom are senior research academics at Cardiff University, and focuses on targeting the product of the B-cell Lymphoma 3 gene (Bcl-3), the inhibition of which affects a cancer cell's ability to migrate. The team brings together skills in computer-aided drug design, molecular modelling, medicinal chemistry, molecular-cell biology and in vivo cancer models enabling it to address the research spectrum in an integrated and rational manner. Patent protection in and around this field of research has been applied for. Further intellectual property is expected to be developed or acquired as opportunities arise from existing and ongoing target identification.
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DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares): | ||||||||||||
84,556,313 ordinary shares of £0.03 each
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CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION: | ||||||||||||
Capital to be raised: £2.00 million Anticipated market capitalisation on admission: £10.15 million
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PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION: | ||||||||||||
Approximately 79%
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DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED: | ||||||||||||
N/A
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FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known): | ||||||||||||
Directors
Proposed Directors
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FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known): | ||||||||||||
*Gabriele Cerrone, one of the proposed directors, is the ultimate beneficial owner of the entire issued share capital of Planwise Group Ltd
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NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES: | ||||||||||||
N/A
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(i) ANTICIPATED ACCOUNTING REFERENCE DATE (ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information) (iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19: | ||||||||||||
(i) 31 December (ii) 31 December 2013 (iii) 30 September 2014, 30 June 2015, 30 September 2015
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EXPECTED ADMISSION DATE: | ||||||||||||
24 April 2014
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NAME AND ADDRESS OF NOMINATED ADVISER: | ||||||||||||
Cairn Financial Advisers LLP 61 Cheapside London EC2V 6AX
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NAME AND ADDRESS OF BROKER: | ||||||||||||
Beaufort Securities Limited 131 Finsbury PavementLondon EC2A 1NT
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OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES: | ||||||||||||
A copy of the Company's Admission Document is available for download from the Company's website at www.ad-investments.com and following Admission and change of name at www.tizianalifesciences.com
The Admission Document contains full details about the applicant and the admission of its securities.
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DATE OF NOTIFICATION: | ||||||||||||
31 March 2014
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NEW/ UPDATE: | ||||||||||||
New
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Related Shares:
TILS.L