RNS & Investor News

Issue of Convertible Loan Notes by ProBiotix and Related Party Transaction

14 December 2018

OptiBiotix Health plc (AIM: OPTI), a life sciences business developing compounds to tackle obesity, high cholesterol, diabetes and skin care, announces that further to the announcement on 24 September 2018 regarding the formation of the Company's wholly owned subsidiary ProBiotix Health Limited ("ProBiotix"), ProBiotix has raised £1.025 million of capital through the issue of convertible loan notes ("CLN").

The proceeds from the issue of CLNs will be used to provide funding for a potential initial public offering of ProBiotix. This is in line with OptiBiotix's strategy announced on 5 July 2016 to form separate divisions, which could in due course become separate legal entities with the potential for a separate public listing. OptiBiotix's strategy is based on its belief that the diversity of IP and commercial relationships across its four divisions reduces shareholder risk whilst offering multiple opportunities for value enhancement.

OptiBiotix plc has subscribed for £250,000 of CLNs. Steve O'Hara, a director of the Company, has subscribed for £25,000 and certain close family members of Mr. O'Hara have subscribed for £265,000. In addition, Per Rehné, a director of the Company, has subscribed for £25,000. The remaining subscribers include two institutional investors and two industry partners.

The CLNs can be converted at a fifty per cent. discount to the issue price of ProBiotix shares in the event of an IPO. The CLNs carry an interest rate of 3% per annum above the Bank of England Base Rate.

As of 14 December 2018, Steve O'Hara has an interest in 10,103,029 ordinary shares in the Company, representing 11.9 per cent. of the Company's issued share capital and has an interest in a further 6,099,135 ordinary shares under option.

Related Party Transaction

For the purposes of the issue of CLNs, the participation of Steve O'Hara and his close family members and Per Rehné is being treated as a related party transaction ("Transaction") for the purposes of Rule 13 of the AIM Rules for Companies. The directors of the Company independent of the Transaction, having consulted with the Company's nominated adviser, Cairn Financial Advisers LLP, consider the terms of the CLNs are fair and reasonable insofar as the Company's shareholders are concerned.

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

Stephen O'Hara, CEO of OptiBiotix, commented: "OptiBiotix probiotic division, ProBiotix Health, has made strong progress in the last 18 months signing seventeen commercial agreements, including three agreements taking its cholesterol reducing Lactobacillus plantarum strain into the high value pharmaceutical drug market. OptiBiotix directors believe that this division has now reached a stage of scientific and commercial maturity where it may be advantageous to explore opportunities for a public listing to exploit the unique window of opportunity created by the narrowing of the interface between pharmacology and nutritional products and create the potential for substantial future value enhancement."


For further information, please contact:

OptiBiotix Health Plc
Stephen O'Hara, Chief Executive
Contact via Walbrook below
Cairn Financial Advisers LLP
Liam Murray / Jo Turner
Tel: 020 7213 0880
finnCap (Broker)
Geoff Nash / Scott Mathieson / Kate Bannatyne (Corporate Finance)
Camille Gochez (Corporate Broking)
Tel: 020 7220 0500
Walbrook PR Ltd
Anna Dunphy
Tel: 020 7933 8780 or [email protected]
Mob: 07876 741 001


About OptiBiotix - www.optibiotix.com

OptiBiotix Health plc (AIM: OPTI), which was formed in March 2012, brings science to the development of compounds which modify the human microbiome - the collective genome of the microbes in the body - in order to prevent and manage human disease and promote wellness.

OptiBiotix has an extensive R&D program working with leading academics in the development of microbial strains, compounds, and formulations which are used as active ingredients and supplements. More than twenty five international food and healthcare supplement companies have signed agreements with OptiBiotix to incorporate their human microbiome modulators into a wide range of food products and drinks.

OptiBiotix is also developing its own range of consumer supplements and health products. The Company's current areas of focus include obesity, cardiovascular health, and diabetes.