Diurnal Group plc

Proposed Placing and Open Offer

09 Oct 2020

Diurnal Group plc (AIM: DNL), the specialty pharmaceutical company targeting patient needs in chronic endocrine (hormonal) diseases, today announces a proposed conditional placing (the "Placing") with institutional investors to raise up to approximately £8.0 million in aggregate before expenses at the Issue Price of 60 pence per Placing Share and an Open Offer to raise up to a further £2.0 million. Funds raised will be used primarily to support the continued development of the Company's third product, DITEST™ as well as commencing Phase III preparation activities for Chronocort® in the US and progressing the Group's early-stage pipeline.

Highlights

  • The Placing to raise up to approximately £8.0 million will be conducted by way of an accelerated bookbuilding process (the "Bookbuild"), which will be launched immediately following this Announcement in accordance with the terms and conditions set out in Appendix II.
  • Subject to successful closing of the Bookbuild, the Company is also making an Open Offer, for up to 3,342,923 million Open Offer Shares, to raise up to approximately £2.0 million, on the basis of 2 Open Offer Shares for every 73 Existing Ordinary Shares held by Qualifying Shareholders at the Record Date.  
  • The net proceeds of the Capital Raising will be used to progress the development and commercialisation of Diurnal's products, including, inter alia:
    • the continued development of the Company's native oral testosterone formulation, DITEST™ including completion of a Phase 1 multiple ascending dose study in the US;
    • progression of early-stage pipeline into proof-of-principle clinical studies, including the modified-release T3 programme; and
    • commencement of Phase 3 preparation activities for Chronocort® in the US and preparation for Alkindi ®  and Chronocort ®  in Japan.
  • Taking into account the Group's existing cash resources and marketing approval for Alkindi® in both Europe and the US, based on the Directors' current assumptions, (including a successful marketing authorisation for Chronocort in Q1 2021 and subsequent launch of Chronocort®), Diurnal is  funded to profitability for the Company's late-stage cortisol replacement franchise.
  • The Issue Price represents a discount of approximately 9.8 per cent. to the mid-market closing price of the Company's Ordinary Shares on 8 October 2020, being the last practicable date prior to the date of this announcement.

The New Ordinary Shares are not being made available to the public. It is envisaged that the Bookbuild will be closed no later than 4.30 p.m. GMT today, 9 October 2020. Details of the number of New Ordinary Shares and the gross proceeds of the Placing will be announced as soon as practicable after the closing of the Bookbuild. The Capital Raising will not be underwritten.

The Placing and Open Offer are conditional upon, amongst other things, the passing of the Resolutions to be considered by Shareholders at the General Meeting to be held at 10.00 a.m. on 28 October 2020 at the Company's London offices at  Regus Woburn Place, 16 Upper Woburn Place, London WC1H 0BS.

Set out below in Appendix I is an adapted extract from the draft Circular that is proposed to be sent to Shareholders after the closure of the Bookbuild. The final Circular, containing the terms and conditions of the Open Offer and Notice of General Meeting will be sent to Shareholders and published on the Company's website on or around 12 October 2020.

The capitalised terms not otherwise defined in the text of this Announcement are defined in Appendix III and Appendix IV and the expected timetable of the principal events is set out in Appendix V.

Martin Whitaker, PhD, Chief Executive Officer of Diurnal, commented:  

" Diurnal has continued to make excellent progress in 2020 despite the challenging global conditions. We have partnered Alkindi® Sprinkle with Eton Pharmaceuticals in the US and subsequently received approval from the US FDA. These new funds will be used primarily to support the continued development of the Group's third product, DITEST™, as well as commencing Phase 3 preparation activities for Chronocort® in the US and progressing the Group's early-stage pipeline. Having supported the Company in building a European commercial infrastructure and launching its first product in Europe, we would like to thank our existing shareholders, and new investors, as we deliver on our ambition to become a world-leading endocrinology specialty pharma company."

This announcement contains inside information for the purposes of Article 7 of Regulation (EU) 596/2014 (MAR).

This summary should be read in conjunction with the full text of the following announcement.

 

For further information, please visit www.diurnal.co.uk or contact:

 

Diurnal Group plc  +44 (0)20 3727 1000 

Martin Whitaker, Chief Executive Officer

Richard Bungay, Chief Financial Officer

 
Panmure Gordon (UK) Limited (Nominated Adviser and Sole Broker)  +44 (0) 20 7886 2500 

Corporate Finance: Freddy Crossley, Emma Earl

Corporate Broking: Rupert Dearden

 
FTI Consulting (Investor Relations)
+44 (0)20 3727 1000 

Simon Conway

Victoria Foster Mitchell

 

Notes to Editors

About Diurnal Group plc

Founded in 2004, Diurnal is a UK-headquartered, European specialty pharma company developing high quality products for the global market for the life-long treatment of chronic endocrine conditions, including congenital adrenal hyperplasia, adrenal insufficiency and hypogonadism. Its expertise and innovative research activities focus on circadian-based endocrinology to yield novel product candidates in the rare and chronic endocrine disease arena.

For further information about Diurnal, please visit www.diurnal.co.uk