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Summit Corporation PLC : Notice of AGM and Proposed Capital Reorganisation
June 03, 2014 02:00 ET
Summit Therapeutics plc
Summit Therapeutics plc
Summit Corporation plc
('Summit' or the 'Company')
NOTICE OF ANNUAL GENERAL MEETING
AND PROPOSED CAPTIAL REORGANISATION
Oxford, UK, 3 June 2014 - Summit (AIM: SUMM), a drug discovery and development company advancing therapies for Duchenne Muscular Dystrophy and C. difficile infection, announces that its Annual Report and Accounts for the year ended 31 January 2014 together with the Notice of Annual General Meeting (the 'Notice') have been posted to shareholders. Copies of both documents are available on the Company's website, www.summitplc.com.
Also to be considered by shareholders at the meeting and detailed in the Notice are proposals for a capital reorganisation that will simplify the share capital structure of the Company (the 'Capital Reorganisation'). The proposals are subject, inter alia, to shareholder approval and, following their implementation, will result in the Company having a single class of Ordinary Shares in issue.
The Capital Reorganisation will consist of three elements:
a Consolidation of every 20 Existing Ordinary Shares into one Consolidated Ordinary Share;
an immediate Sub-Division of each of those Consolidated Ordinary Shares into one New Ordinary Share and 19 New Deferred Shares; and
a Capital Reduction to cancel the Existing and New Deferred Shares and a reduction in the Company's Share Premium Account.
Full details of the Capital Reorganisation are included in the Notice along with an explanation why the Directors consider this activity to be in the best interests of the Company and its shareholders.
The Annual General Meeting will be held at 10:00am on Thursday, 3 July 2014 at the Milton Park Innovation Centre, 99 Park Drive, Milton Park, Abingdon, Oxfordshire, OX14 4RY, UK.
The expected timetable of principal events is set out below. The dates and times are indicative only and subject to change. Any changes to the indicative timetable information will be notified by a regulatory announcement.
| 2014 | |
| Date of this Document and posting of the Form of Proxy | 2 June |
| Latest time and date for receipt of the Form of Proxy | 10:00am on 1 July |
| Annual General Meeting | 10:00am on 3 July |
| Consolidation and Sub-Division Record Date | 5:00pm on 3 July |
| Expected effective date of the Consolidation and Sub-Division | 3 July |
| Expected date of admission of New Ordinary Shares to trading on AIM | 4 July |
| Expected date of admission of New Ordinary Shares to CREST | 4 July |
| Expected date CREST accounts are to be credited with New Ordinary Shares | 4 July |
| Expected dispatch date of share certificates in respect of New Ordinary Shares | 18 July |
| Expected date of Court hearing to confirm the Capital Reduction | 30 July |
| Expected effective date for the Capital Reduction | 1 August |
Capitalised terms in this announcement have the same meaning as in the Notice.
Summit is an Oxford, UK based drug discovery and development company targeting high-value areas of unmet medical need including Duchenne Muscular Dystrophy and C. difficile infection. Summit is quoted on the AIM market of the London Stock Exchange and trades under the ticker symbol SUMM. Further information is available at www.summitplc.com and Summit can be followed on Twitter (@summitplc).
For more information, please contact:
| Summit Glyn Edwards / Richard Pye | Tel: +44 (0)1235 443 951 |
| Cairn Financial Advisers LLP (Nominated Adviser) Liam Murray / Tony Rawlinson | Tel: +44 (0)20 77148 7900 |
| N+1 Singer (Broker) Aubrey Powell / Will Goode | Tel: +44 (0)20 7496 3000 |
| Peckwater PR (Financial public relations, UK) Tarquin Edwards | Tel: +44 (0)7879 458 364 tarquin.edwards@peckwaterpr.co.uk |
| MacDougall Biomedical Communications (US media contact) Michelle Avery | Tel: +1 781-235-3060 |
Forward Looking Statements
This announcement contains "forward-looking statements", including, but not limited to, statements about the discovery, development and commercialisation of programme assets. These forward-looking statements are statements based on the Company's current intentions, beliefs and expectations, which include, among other things, the Company's results of operations, financial condition, prospects, growth, strategies and the industry in which the Company operates. No forward-looking statement is a guarantee of future performance and actual results could differ materially from those expressed or implied in the forward-looking statements. Accordingly, readers should not place undue reliance on forward-looking statements or information. Forward-looking statements and information by their nature involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements or information. These include but are not limited to: adverse results in clinical or preclinical development studies; delays in obtaining regulatory approval; failure to obtain patent protection for inventions; commercial limitations imposed by patents owned or controlled by third parties; being unable to secure partnership agreements to develop and commercialise programme assets; being unable to secure the necessary funding to conduct any proposed research and development studies; and the ability to retain and recruit key personnel. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement contained in this announcement to reflect any changes in expectations with regard thereto or any changes in events, conditions or circumstances on which any such statement is based, except as required by applicable law.