Midatech Pharma PLC Announces Closing of US$3.0 Million Registered Direct Offering

On May 21, 2020 Midatech Pharma PLC (AIM: MTPH.L; Nasdaq: MTP), an R&D biotechnology company focused on delivering innovative oncology and rare disease products to patients, reported the closing of its previously announced registered direct offering (the "Offering") of 1,818,182 of its American Depositary Shares ("ADSs") (each ADS representing five of the Company’s ordinary shares (the "New Ordinary Shares")) at a purchase price of US$1.65 per ADS (equivalent to £0.27 per New Ordinary Share). Additionally, in a concurrent private placement, the Company issued to the investors unregistered warrants to purchase up to 1,818,182 ADSs ("Warrant ADSs") (Press release, Midatech Pharma, MAY 21, 2020, View Source [SID1234562694]). The net proceeds to Midatech from the offering are expected to be approximately US$2.6 million (£2.1 million), after deducting the placement agent’s fees and other estimated offering expenses. Midatech intends to use the proceeds from the offering to fund the clinical development program of MTX110, its product for DIPG and potentially other pediatric brain cancers, develop an internal pipeline of Q-Sphera formulation for partnering, for working capital and for general corporate purposes.

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H.C Wainwright & Co. acted as the exclusive placement agent for the offering.

The warrants have an exercise price of US$2.05 per ADS (equivalent to £0.34 per New Ordinary Share), subject to adjustment as set forth therein, and will be immediately exercisable. The warrants will expire five years and one-half years from the issuance date.

The ADSs described above (but not the warrants or the Warrant ADSs) were offered pursuant to a shelf registration statement (File No. 333-233901) which became effective on October 21, 2019. The offering of the ADSs was made by means of a prospectus, including a prospectus supplement, forming part of the effective registration statement. Copies of the prospectus supplement and the accompanying prospectus relating to the offering may be obtained from the SEC’s website at View Source or from H.C. Wainwright & Co., LLC, 430 Park Avenue, 3rd Floor, New York, NY 10022, by calling (646) 975-6996 or by emailing [email protected].

The warrants described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Act"), and Regulation D promulgated thereunder and, along with the Warrant ADSs issuable upon their exercise, have not been registered under the Act, and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from such registration requirements and applicable state securities laws.

The Company expects its previously announced placing ("Placing") to certain investors in the United Kingdom of 6,666,666 units ("Units"), with each Unit comprising one ordinary share and one warrant exercisable for one ordinary share, at an issue price of £0.27 per Unit, to close on or about 22 May 2020.

Application has been made for admission of the 15,757,576 new ordinary shares issued in the Offering, and to be issued in the Placing, for trading on AIM, which is anticipated to occur at 8:00am on 22 May 2020 ("Admission"). The new ordinary shares will rank pari passu with the existing ordinary shares of the Company.

Following closing of the Offering, the Company’s issued ordinary share capital will consist of 32,585,891 ordinary shares. The Company does not hold any shares in treasury. Therefore, the total number of ordinary shares with voting rights in Midatech is 32,585,891.

The above figure of 32,585,891 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in the Company under the FCA’s Disclosure Guidance and Transparency Rules.