RNS Number : 2156C
Integumen PLC
27 September 2018

London, UK: 27 September 2018


Integumen plc


("Integumen" or "the Company")

Update on Placing and Subscription and Trading Announcement

The Company provides an update further to the announcements of 16 July 2018,  19 July 2018 and 24 July 2018, in which the Company announced, inter alia, a Placing and Subscription to raise a total of £719,500. £229,500 of this amount has been received, and the shares admitted to trading on AIM on 6 August 2018. Completion of the second part of the Placing and Subscription in respect of the balance of £490,000 was due to be completed by 30 September 2018. The terms of the Placing and Subscription were subject to a Placing Agreement between the Company, and Hybridan LLP and SPARK Advisory Partners Limited (together the "Advisors").


On 20 September 2018, the Company announced that it had received a letter before action for amounts claimed to be due from the Company and its subsidiary, Integumen Inc, to Mr. Nicholson (as a former director of the Company), Mercuriali Limited (his consulting company) and Enhance Skin Products Inc. (of which Mr. Nicholson is the CEO).


The Board has taken legal advice that provides support for contesting the demands made. We are currently preparing a response to the notice received, which is expected to be made shortly.


The Placing Agreement currently has a long stop date ("Final Date") by which all conditions, including Admission to trading on AIM of the Second Placing Shares and Second Subscription Shares (as defined in the 16 July 2018 announcement), must be satisfied by 30 September 2018. The Company, SPARK and Hybridan have agreed to amend the terms of the Placing Agreement to extend the Final Date to 12 October 2018.


In the interim the Company has been provided with access to working capital from a loan facility provided by Cellulac plc (with an interest rate of 0%), for which any funds drawn are not repayable until completion of the Placing and Subscription.


It is expected that completion of Integumen's acquisition of a 9.35% stake  in Cellulac plc will take place contemporaneously with completion of the Placing and Subscription.


Trading update


Since the half year end, sales for Labskin services have accelerated to a monthly run rate above the entire revenue of Labskin for the first six-months of 2018, which was £49,000. There is now strong visibility up to 6 months for services with new and existing clients, since the new management collaboration strategy has taken hold. The recent announcement of Labskin AI and further services are expected to add to that acceleration well into 2019.


New management has undertaken extensive restructuring and STOER has visibility on increased orders that will extend over the next 12 months.


Integumen plc

Gerard Brandon, Chief Executive


+44 (0) 1223 926 660  

SPARK Advisory Partners Limited

(Nominated Adviser)


Neil Baldwin/Andrew Emmott

+44 (0) 113 370 8974

Hybridan LLP  (Broker)

Claire Noyce

+44 (0) 20 3764 2341




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