AVINGTRANS PLC Avingtrans announces that it has submitted a proposal in connection with the conditional acquisition of the remaining issued share capital and to be issued share capital of Adaptix Ltd ("Adaptix") (the "Proposal"), the emerging MedTech business based in Oxford, for a total consideration of up to £3.0m (being up to 100 pence per ordinary share) (the "Consideration").
The Proposal has been accepted by the majority of Adaptix shareholders on a conditional basis with Adaptix (in accordance with its obligations under its Articles) inviting various other parties to submit a competing proposal for the entire business, or its assets, by 21st July. Should no superior competing offer be received at that point, then the Proposal will be accepted and completion of the acquisition would be subject to the satisfaction of certain conditions.
Should the Proposal be accepted, the Consideration is to be satisfied entirely through the issue of Avingtrans shares, to be issued following the completion of the acquisition.
There can be no certainty that the Proposal will be accepted, even if the pre-conditions are satisfied or waived, or a superior offer for Adaptix emerges. In addition, Avingtrans has the ability to withdraw its offer at any time up to exchange of contracts, since the offer remains subject to the approval of the Avingtrans Board.
Background to Adaptix
Since the Group first completed a minority investment in October 2021, Adaptix has made successful progress towards its 3D X-ray technology, with over 29 patent families and over 300 patents granted to date. Most recently, Adaptix was awarded 510k clearance for its novel orthopaedic product by the US FDA in March 2023. The Board believes that the potential acquisition will give the Group a market leading position in novel medical imaging products, as applied to (eg) veterinary and orthopaedic imaging at the point of care, notably when considered in parallel with the Group's existing interest in novel MRI products, via Magnetica.
Avingtrans currently owns 667, 333 ordinary shares in Adaptix. The total issued share capital of Adaptix is currently 3,708, 044 ordinary shares.
Avingtrans will make further announcements in due course, as appropriate.
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Avingtrans plc published this content on 17 July 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 July 2023 15:27:07 UTC.
