Placing, Subscription, and Open Offer and Notice of General Meeting

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN, IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, CANADA, JAPAN, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION. THIS ANNOUNCEMENT SHOULD BE READ IN ITS ENTIRETY. FURTHER DETAILS OF THE FUNDRAISING ARE SET OUT BELOW.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND SHALL NOT CONSTITUTE AN OFFER TO SELL OR ISSUE OR THE SOLICITATION OF AN OFFER TO BUY, SUBSCRIBE FOR OR OTHERWISE ACQUIRE ANY NEW ORDINARY SHARES OF THE COMPANY.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN ARTICLE 7 OF THE MARKET ABUSE REGULATION NO. 596/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("MAR"). UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

TERMS NOT OTHERWISE DEFINED HEREIN SHALL HAVE THE MEANINGS GIVEN IN THE SECTION ENTITLED "DEFINITIONS", EXTRACTED FROM THE CIRCULAR, AT THE END OF THIS ANNOUNCEMENT.

Itaconix plc

(“Itaconix”, the “Company” or the “Group”)

Placing, Subscription and Open Offer
and
Notice of General Meeting

The Board of Itaconix plc, a leading innovator in sustainable plant-based polymers used to decarbonize everyday consumer products, is pleased to announce that it has conditionally raised gross proceeds of approximately £10.3 million by way of the issue of an aggregate of up to 201,568,628 New Ordinary Shares pursuant to a Placing of up to 200,613,856 New Ordinary Shares and a Subscription of 954,772 New Ordinary Shares at an Issue Price of 5.1 pence per New Ordinary Share.

In addition, the Company proposes to raise up to a further approximately £0.4 million by the issue of up to 7,760,852 New Ordinary Shares pursuant to an Open Offer to Qualifying Shareholders, also at the Issue Price (the Placing, Subscription and Open Offer, together the "Fundraising").

The Fundraising, save for the Firm Placing Shares, as defined below, requires Shareholder Resolutions to be passed by the Company's Shareholders.

Highlights:

Fundraising

• Oversubscribed Placing and Subscription with new and existing institutional and other investors to raise gross proceeds of approximately £10.3 million plus an Open Offer to raise an additional amount up to approximately £0.4 million. 
• The Fundraising has been sought (i) for general working capital purposes to support continued revenue growth; (ii) to accelerate the development of new products and applications; and (iii) for capital spending to support continuous process improvements.
• The Open Offer is being made available to provide an opportunity for existing Qualifying Shareholders, who are not participating in the Placing and the Subscription, to participate in the Fundraising, raising additional funds to support the Company’s continued growth.

FY22 financial results

• The Company expects to report revenues for the full year to 31 December 2022 ahead of market 
  expectations at US$5.6 million, representing 115% growth when compared to revenues of US$2.6 million in the year to 31 December 2021. A small improvement in gross margin percentage was achieved in the second half of the 2022 financial year. The Company expects to report net cash of US$0.6 million as of 31 December 2022. Further details are provided below.

Outlook

• Significantly strengthened by the Fundraising, the Company is confident in its financial outlook for FY23 and beyond. 

John R. Shaw, CEO of Itaconix, commented:

“2022 was a breakthrough year for us. With our ingredients now used in over 140 brands around the world, we have generated 63% compound annual revenue growth over the last four years. Just as importantly, we have firmly established the value of the Itaconix technology platform and are positioned to lead a new generation of sustainable consumer products in the global low-carbon economy with competitive performance and costs for years to come.

“Today's fundraise is transformational for everyone who has supported us in recent times, and I would like to thank our current shareholders, employees, customers, partners, and vendors. We are now expanding our resources for the next chapter of growth, and I would like to welcome our new shareholders who clearly appreciate our achievements to date and importantly share our vision for the future. We approach the future with great excitement and more optimism than ever before.”

For full release, please download full news release.