OKYO Pharma Limited ("OKYO" or the "Company") - OKYO publicly files a registration statement with the SEC for a proposed dual-listing on the Nasdaq Capital Market and Offering in the United States
07 Março 2022 - 4:00AM
OKYO Pharma Limited ("OKYO" or the "Company") - OKYO publicly files
a registration statement with the SEC for a proposed dual-listing
on the Nasdaq Capital Market and Offering in the United States
OKYO Pharma Limited (LSE: OKYO; OTCQB: EMMLF)
("
OKYO" or the "
Company"), a
biotechnology company focused on the discovery and development of
novel molecules to treat inflammatory dry eye diseases and ocular
pain, is pleased to announce that it has filed a registration
statement on Form F-1 with the U.S. Securities and Exchange
Commission ("
SEC") relating to a proposed initial
public offering of its American Depositary Shares
("
ADSs"), each of which will represent one or a
number of the Company's ordinary shares of no par value each
("
Ordinary Shares") in the United States (the
"
Offering").
All ADSs to be sold in the Offering will be
offered by OKYO. The number of Ordinary Shares to be represented by
each ADS, the number of ADSs to be offered and the price range for
the Offering have not yet been determined. The Offering is subject
to market conditions, and there can be no assurance as to whether,
or when, the Offering may be completed or as to the actual size or
terms of the Offering. The Offering will be conducted within
the parameters of the authorities conferred upon OKYO by its
shareholders at its annual general meeting on 27 September
2021.
OKYO intends to apply to have its ADSs listed on
the Nasdaq Capital Market under the symbol "OKYO". Upon completion
of the Offering, OKYO's Ordinary Shares will continue to be
admitted to listing on the standard segment of the Official List of
the Financial Conduct Authority and to trading on the main market
for listed securities of London Stock Exchange plc under the symbol
"OKYO".
ThinkEquity is acting as the sole bookrunning
manager for the Offering. The Offering will be made only by means
of a prospectus, which, for the avoidance of doubt, will not
constitute a "prospectus" in any member state of the European
Economic Area ("EEA") for the purposes of
Regulation (EU) 2017/1129 (as amended) (the "EU Prospectus
Regulation") or in the UK for the purposes of the
Prospectus Regulation as it forms part of UK domestic law by virtue
of the European Union (Withdrawal) Act 2018 (as amended) (the
"UK Prospectus Regulation") and has not been
reviewed by any competent authority in any member state of the EEA
or the UK. No offer of securities to the public is being made in
any member state of the EEA or the UK.
When available, copies of the preliminary
prospectus relating to and describing the terms of the Offering may
be obtained from ThinkEquity, 17 State Street, 22nd Floor, New
York, New York 10004, by telephone at (877) 436-3673, by email at
prospectus@think-equity.com. Electronic copies of the final
prospectus supplement and accompanying prospectus will also be
available on the SEC's website at http://www.sec.gov.
A registration statement relating to these
securities has been filed with the SEC but has not yet become
effective. These securities may not be sold, nor may offers to buy
these securities be accepted, prior to the time the registration
statement becomes effective. This announcement shall not constitute
an offer to sell or the solicitation of an offer to buy these
securities, nor shall there be any sale of these securities in any
state or jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction. Any offers,
solicitations or offers to buy, or any sales of securities will be
made in accordance with the registration requirements of the
Securities Act of 1933, as amended ("Securities
Act"). This announcement is being issued in accordance
with Rule 134 under the Securities Act.
For the purposes of UK MAR, the person who
arranged the release of this information is Gary S. Jacob, Chief
Executive Officer.
THIS ANNOUNCEMENT CONTAINS INSIDE
INFORMATION FOR THE PURPOSE OF ARTICLE 7 OF REGULATION 2014/596/EU
WHICH IS PART OF UNITED KINGDOM ("UK") DOMESTIC LAW PURSUANT TO THE
MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS (SI
2019/310) ("UK MAR"). UPON THE PUBLICATION OF THIS
ANNOUNCEMENT, THIS INSIDE INFORMATION (AS DEFINED IN UK MAR) IS NOW
CONSIDERED TO BE IN THE PUBLIC DOMAIN.
For further information, please
contact:
OKYO Pharma Limited |
|
|
Gary S. Jacob, Chief Executive
Officer Gabriele Cerrone, Non-Executive Chairman |
+44 (0)20 7495 2379 |
|
ThinkEquityRamnarain JaigobindPriyanka
Mahajan |
(877) 436-3673 |
|
RedChip Companies
Inc.(Investor Relations)Dave Gentry |
+1 407-491-4498 |
|
Forward-Looking Statements
Certain statements made in this announcement are
forward-looking statements including with respect to the creation
of a trading market for ADSs representing the Ordinary Shares in
the United States. These forward-looking statements are not
historical facts but rather are based on the Company's current
expectations, estimates, and projections about its industry; its
beliefs; and assumptions. Words such as "anticipates," "expects,"
"intends," "plans," "believes," "seeks," "estimates" and similar
expressions are intended to identify forward-looking statements.
These statements are not guarantees of future performance and are
subject to known and unknown risks, uncertainties, and other
factors, some of which are beyond the Company's control, are
difficult to predict, and could cause actual results to differ
materially from those expressed or forecasted in the
forward-looking statements, including if the Company's registration
statement is not declared effective by the SEC or if Nasdaq fails
to approve the Company's ADS listing application. The Company
cautions security holders and prospective security holders not to
place undue reliance on these forward-looking statements, which
reflect the view of the Company only as of the date of this
announcement. The forward-looking statements made in this
announcement relate only to events as of the date on which the
statements are made. The Company will not undertake any obligation
to release publicly any revisions or updates to these
forward-looking statements to reflect events, circumstances, or
unanticipated events occurring after the date of this announcement
except as required by law or by any appropriate regulatory
authority.
For readers in the EEA
In any EEA member state, this announcement is
only addressed to and directed at "qualified investors" in that EEA
member state within the meaning of Article 2(e) of the EU
Prospectus Regulation.
For readers in the UK
In the UK, this announcement is only addressed
to and directed at "qualified investors" in the UK within the
meaning of Article 2(e) of the UK Prospectus Regulation.
In addition, in the UK, this announcement, in so
far as it constitutes an invitation or inducement to enter into
investment activity (within the meaning of section 21 of the
Financial Services and Markets Act 2000 (as amended)
("FSMA")) in connection with the securities which
are the subject of the Offering or otherwise, is being directed
only at persons who (i) who have professional experience in matters
relating to investments falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005, as amended (the "Order"), and/or (ii) who
are high net worth companies (or persons to whom it may otherwise
be lawfully communicated) falling within Article 49(2)(a) to (d) of
the Order (all such persons together being referred to as
"relevant persons") or otherwise in circumstances
which have not resulted and will not result in an offer to the
public of securities in the UK.
The ADSs offered in the Offering will only be
available to, and any invitation, offer or agreement to subscribe,
purchase or otherwise acquire such ADSs will be engaged in only
with relevant persons. Any person in the UK who is not a relevant
person should not act or rely on this announcement or any of its
contents. This announcement does not contain an offer or constitute
any part of an offer to the public within the meaning of sections
85 and 102B of FSMA or otherwise.
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