Premaitha Health plc
(“Premaitha”, the “Company” or the “Group”)
Year-end Trading Update and £2.5m Fundraising
Revenues doubled in the year ended 31 March 2018 & An additional £2.5m funds raised
Manchester, UK – 15 May 2018: Premaitha Health plc (AIM: NIPT), a leading international molecular diagnostics group, provides a trading update for its financial year ended 31 March 2018; announces completion of a share subscription for £2.5m cash at a price of 4.5 pence per share; and announces the issue of shares to satisfy £0.5m liabilities at a price of 4.5 pence per share.
• Unaudited Revenues in the year ended 31 March 2018 increased by 100% to £6.2m (2017: £3.1m), with the majority of growth from outside of Europe
• Test volumes for non-invasive prenatal testing (“NIPT”) more than doubled to over 50,000 (2017: 24,500)
• Operating costs effectively managed to achieve a breakeven EBITDA run-rate in NIPT
• Litigation pressures crystallised in the UK during the period. All costs have now been settled pending appeal and the Company is actively engaged in reducing its exposure going forward
• Revenue diversification underway, with progress made in extending the product range, leveraging underlying technologies and developing collaboration partnerships
• Geographic footprint (already in 20 countries) continues to grow strongly, most recently with new contracts in India and Kenya
• Raised £2.5m cash by way of share subscription to fund future international growth – of which approximately £950,000 invested by directors of the Company
• £0.5m in liabilities settled by the issue of new shares
• ‘Yourgene Health’ brand is being introduced outside of Europe to reflect the broadening of technology offerings beyond NIPT
• Dr William Denman, Chief Medical Officer, has stepped down as a director of the Company
Unaudited Revenues increased by 100% to £6.2m (2017: £3.1m) in the first full trading year of the newly enlarged Premaitha group, following the acquisition of Yourgene Bioscience (“Yourgene”) in March 2017. On a like-for-like basis, revenues increased 35% versus pro forma 2017 revenues.
• International revenues increased to £3.8m (2017: £0.9m), reflecting the Group’s increased focus on territories including Asia, the Middle East and Africa, where there is high population growth, lower IP risk and a general receptiveness to new medical technologies
• UK revenues remained constant at £1.3m (2017: £1.2m), with gradual adoption of NIPT within the NHS focused on high risk contingent screening
• Other European revenues were £1.1m (2017: £1.0m), from a significantly broader network of customers than in the prior year
Operating costs have been tightly controlled throughout the period with a number of structural changes implemented to reduce central overheads and UK operating costs by over 20%.
The Group has entered the current financial year at an operating breakeven run-rate in its NIPT activities, whilst investment continues in business and product development activities.
Commercial momentum has been maintained since the period-end, further demonstrated today with Premaitha’s first customer secured in Kenya and further penetration into the Indian market with the Group securing an agreement with a highly reputable laboratory group.
The Company has issued 55,527,784 new ordinary shares with a number of investors and directors at a price of 4.5 pence per share, raising £2.5m before costs. This will be used to fund continued international expansion of Premaitha’s sales channels, further product development in NIPT and other clinical applications, and adaptation of the current products to provide a range of general purpose development tools for potential partners in other areas of clinical genetics. In addition, 10,097,460 shares have been issued in lieu of £0.5m of amounts owed principally to directors, further details of which are set out below.
Certain directors of the Company have participated in the fundraising by subscribing for new ordinary shares in the form of cash and also by accepting new ordinary shares in lieu of outstanding liabilities owed by the Company. Director participations are as shown in the table below:
|Name||Shares held before transaction||New shares purchased for cash||New shares issued in lieu of existing liabilities||Total new shareholding||% of newly enlarged share capital|
|Dr Bill Chang||45,252,469||15,527,778||611,111||61,391,358||15.9%|
|Dr Stephen Little||2,772,727||1,111,111||1,444,445||5,328,283||1.4%|
Issued Share Capital
Application has been made to the London Stock Exchange for the 65,625,244 new ordinary shares to be admitted to trading on AIM, which is expected to occur on or around 18 May 2018. The new ordinary shares will rank pari passu with existing ordinary shares.
Following the admission of shares noted above, the Company will have 386,843,523 ordinary shares in issue.
As the Company grows, it is also reorganising Executive roles for greater clarity between execution and strategic responsibilities. Dr William Denman, a founder member of Premaitha, has decided to take this opportunity to step down as a director and consultant to the Company with immediate effect. In consideration for liabilities owed to Dr Denman as at the date of his departure, the Company has issued him 3,755,579 new ordinary shares issued as fully paid. Dr Denman held options over 2,654,989 ordinary shares which lapse upon his departure.
Related Party Transactions
The participation of Dr Bill Chang, Alan Chang, Dr Stephen Little, Adam Reynolds, Nick Mustoe and Peter Collins in the placing, as well as the issue of shares to Dr William Denman set out above, are related party transactions (the “Transactions”).
Consequently, pursuant to AIM Rule 13, Barry Hextall, a director of the Company who is independent of the Transactions, having consulted with the Company’s nominated adviser, believes the terms of the Transactions are fair and reasonable insofar as shareholders are concerned.
UK NIPT Litigation Update
Premaitha has now settled all of the costs provisionally awarded against it by the UK courts in the January 2018 hearing, concerning the UK NIPT patent trial held in July 2017. These costs amounted to £2.0m and were paid from the secured loan facility announced on 22 January 2018. At the January 2018 hearing, the Company was granted leave to appeal, which is anticipated to take place in Q1 2019. The Company has also established arrangements for a 10% royalty on UK sales to be paid into escrow during the appeal cycle as ordered by the court at the same January 2018 hearing. The first payment of approximately £30,000 has now been made and the royalty is expected to run at approximately that level per quarter until the appeal is heard.
Premaitha is now working with new legal advisers to implement a strategy that will minimise the ongoing cost outlay in the UK, whilst achieving the best outcome for the Group as a whole given its international focus. In parallel, the Company is engaged in potential settlement discussions with Illumina and is also adapting its product development roadmap in light of the UK Court’s first instance interpretations of the NIPT patents in question.
The Group is introducing ‘Yourgene Health’ as its new corporate branding outside of Europe, reflecting the Company’s increasing geographic scope and expansion of its product range into other areas of clinical genetics. The Group will continue to trade as Premaitha Health in Europe, and as Yourgene Bioscience in Taiwan, but will adopt the new brand – Yourgene Health – in all other territories.
Dr Stephen Little, CEO of Premaitha Health, commented: “Our first full year as the enlarged Premaitha group has been one of excellent commercial progress following the effective integration of the acquired Yourgene business. To have doubled revenues, with the majority of growth coming from outside of Europe, demonstrates the success of Premaitha’s commercial strategy.
“I would like to take this opportunity to thank Dr Denman for his significant contribution to the Company from its very earliest days and we wish him every success in his other business interests. Since founding Premaitha, we, and more recently with our Yourgene colleagues, have brought together clinical genetics capabilities in assay development, bioinformatics and IVD commercialisation to create an internationally competitive diagnostics company.
“We are now delivering NIPT services to patients in over 20 countries, and have a strong pipeline both in broadening our services with existing customers, as well as in securing new partners. Whilst there are IP challenges associated with operating in the NIPT space, there are also significant opportunities, and we will continue to develop our offering in this high-growth segment.
“We remain keenly focused on leveraging our existing technological capabilities to develop additional products and services across the clinical genetics market, thereby creating additional revenue streams for the Group. We believe the combination of the Yourgene and Premaitha teams puts us in a unique position to successfully deliver clinical genetics capabilities in assay development, bioinformatics and IVD commercialisation. We appreciate the support shown by investors in the fundraising and we look to the future with confidence.”
This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.
For more information, please contact:
Premaitha Health PLC
Dr Stephen Little, Chief Executive Officer
Barry Hextall, Chief Financial Officer
Joanne Cross, Head of Marketing
Tel: +44 (0)161 667 1053
Cairn Financial Advisers LLP (NOMAD)
Liam Murray / James Caithie
Tel: +44 (0)20 7213 0880
Adrian Hargrave / Scott Mathieson (Corporate Finance)
Andrew Burdis / Abigail Wayne (Corporate Broking)
Tel: +44 (0)20 7220 0500
Ben Simons / Fiona Henson / Antonia Pollock
Tel: +44 (0)20 7830 9700
Premaitha is an international molecular diagnostics group which uses the latest advances in DNA analysis technology to develop safer, faster and regulatory approved genetic screening tests.
The Group’s current primary focus is on non-invasive prenatal tests (NIPT) for pregnant women – an emerging, multi-billion dollar global market – although the Group intends to expand its product range into other areas of clinical genetics.
Premaitha’s first product, the IONA® test was launched in 2015 as the first CE-IVD NIPT test in Europe. It enables laboratories and healthcare practitioners to offer a complete CE-marked NIPT system in-house. The IONA® test is performed on a maternal blood sample – which contains traces of fetal DNA – and estimates the risk of a fetus being affected with Down’s syndrome or other genetic conditions.
Unlike existing prenatal screening methods, due to its high level of accuracy, the IONA® test can significantly reduce the number of women subjected to unnecessary invasive follow up diagnostic procedures, such as amniocentesis, which are costly, resource intensive and carry a risk of miscarriage.
In March 2017, Premaitha acquired Yourgene Bioscience, a specialist next generation sequencing and bioinformatics company based in Taiwan, with its own NIPT screening solution that operates on the same Thermo Fisher next-generation sequencing platform as Premaitha’s IONA® test. Yourgene brings significant benefits to the Group through expanded market access in Asia – the world’s fastest growing NIPT market – as well as opportunities for cross-selling and the ability to jointly develop expanded test content both within NIPT and beyond.
From May 2018, the Group will trade as Yourgene Health outside of Europe (but remaining as Yourgene Bioscience in Taiwan) reflecting the increased scope of the business in other areas of clinical genetics further to reproductive health; but will maintain the Premaitha Health brand within Europe.
Premaitha is headquartered in Manchester, England, with Yourgene offices in Taipei and Singapore. Its shares trade on the AIM market of the London Stock Exchange (AIM: NIPT). For further information, please visit www.premaitha.com. Follow us on twitter @PremaithaHealth.
This information set out below is provided in accordance with Article 19(3) of EU Regulation 596/2014.
|1.||Details of PDMR / person closely associated|
(i) Dr Bill Chang
(ii) Peter Collins
(iii) Dr Stephen Collins
(iv) Nick Mustoe
(v) Adam Reynolds
(vi) Alan Chang
|2.||Reason for the notification|
|a)||Position / status|
(i) Chief Scientific Officer
(ii) Chief Business Officer
(iii) Chief Executive Officer
(iv) Non-Executive Director
(v) Non-Executive Chairman
(vi) Non-Executive Director
|b)||Initial notification /amendment||Initial notification|
|3.||Details of the issuer|
|a)||Name||Premaitha Health plc|
|4.||Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted|
|a)||Description of the financial instrument||Ordinary Shares of 0.1p each|
|b)||Identification code of the Financial Instrument||ISIN for Premaitha Health plc: GB00BN31ZD89|
|c)||Nature of the transaction||Subscription and new shares issued in lieu of existing liabilities|
|d)||Price(s) and volume(s)|
|f)||Date of the transaction||18 May 2018|
|g)||Place of the transaction||XLON|