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Horizon Discovery Group plc

27 Mar 2014

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF ANY OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY SHARES IN THE CAPITAL OF THE COMPANY, NOR SHALL IT (OR ANY PART OF IT), OR THE FACT OF ITS DISTRIBUTION, FORM THE BASIS OF, OR BE RELIED ON IN CONNECTION WITH OR ACT AS ANY INDUCEMENT TO ENTER INTO, ANY CONTRACT OR COMMITMENT WHATSOEVER.

Horizon Discovery Group plc

First Day of Dealings on AIM

Horizon Discovery Group plc (“Horizon” or “the Company”), the life science company supplying research tools to organisations engaged in genomics research and the development of personalised medicines, is delighted to announce its flotation today on the London Stock Exchange’s AIM market. This follows a successful placing by Panmure Gordon (UK) Limited, raising £68.6 million from institutional investors comprising £40 million for the Company before expenses and the sale of £28.6 million of Sale Shares, at a price of 180p per share.

Trading of shares will begin at 8.00am today under the ticker symbol “HZD” and the ISIN number GB00BK8FL363.

Dr Darrin M Disley, Chief Executive Officer of Horizon Discovery Group plc, commented: “Our listing today and the funds raised will fuel Horizon Discovery’s ambition to become the global leader in the provision of Life Science research tools that enable the understanding of the genetic basis of disease and the development of personalised medicines.

“We very much look forward to accelerating growth across all areas of the business, driving shareholder value through the deployment of our platform via a flexible and leveraged business model and accessing new global markets and supporting our customers.”

Admission Statistics

Placing Price per Placing Share

180 pence

Number of Existing Ordinary Shares

44,704,662

Number of New Ordinary Shares to be issued by the Company pursuant to the Placing

22,222,222

Number of Sale Shares being sold by the Selling Shareholders

15,900,784

Total number of Placing Shares

38,123,006

Number of Ordinary Shares in issue at Admission

66,926,884

Percentage of Enlarged Share Capital represented by New Ordinary Shares

33.2%

Gross proceeds of the Placing receivable by the Company

£40 million

Estimated net proceeds of the Placing receivable by the Company

£37.8 million

Estimated market capitalisation of the Company at the Placing Price at Admission

£120.5 million

For further information please contact:


Horizon Discovery Group plc

Dr Darrin M Disley, Chief Executive Officer

Richard Vellacott, Chief Financial Officer and Senior Vice President, Operations

Tel: +44 (0) 1223 655 580

Consilium Strategic Communications (Financial Media and Investor Relations)

Amber Bielecka / Mary-Jane Elliott / Jessica Hodgson / Matthew Neal

horizon@consilium-comms.com

Tel: +44 (0) 20 3709 5701


Zyme Communications (Trade and Regional Media)

Katie Odgaard

katie.odgaard@zymecommunications.com

Tel: +44 (0) 7787 502 947

Panmure Gordon (UK) Limited

As Nominated Adviser and Broker

Corporate Finance

Freddy Crossley / Grishma Patel / Duncan Monteith / Fred Walsh

Broking

Tom Salvesen/ Adam Pollock

Tel: +44 (0) 20 7886 2500

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Key Strengths

The Directors believe that Horizon’s core strengths lie in the following areas:

Established and growing customer base

The Group has a broad international customer base including pharmaceutical, biotechnology and diagnostic companies as well as leading academic research centres around the world. 2013 revenues were derived from 353 unique customers including AstraZeneca, Bayer, Boehringer Ingelheim, Genentech, Merck & Co., Novartis Institute of Biomedical Research and Takeda.

Proprietary genome editing platform

Horizon’s proprietary translational genomics platform, GENESIS™ – comprising three gene-editing tools: rAAV (under exclusive licence), ZFN (under non-exclusive licence) and CRISPR (under non-exclusive licence) – offers a precise and flexible gene-editing solution.

Differentiated approach

The Group draws on a long heritage of oncology and translational research, a key differentiator to other commercial proprietors. By being experts in the application of its commercial offering, peer-to peer credibility is achieved and a basis for leverage established.

Versatile business model

The Group operates a powerful business model, differentiated from typical biotechnology companies, where it can leverage both internally-funded and customer-funded cell line development, drug discovery services and cell line and derivative reagent product offerings. Additional leverage is achieved by combining the offering with novel IP, oncology and drug discovery expertise allowing the Group to accrue downstream milestones and the potential for product royalties.

Large and growing target markets

The Group supplies its services and products into multiple markets, including the translational genomics research market; the cell based assays market; the molecular diagnostics market; and the bioproduction market. Combined, the Directors estimate these markets to total in excess of £29 billion by 2015. Further details of market size and potential are set out in paragraph 5 of this Part I.

Significant experience of management and Board

The management team has significant experience in: precision genome-editing, genetically-defined cell-line manufacture, and oncology and translational medicine combined with extensive experience of operational R&D management and, together with other members of the Board, the development of high-growth companies in the Life Sciences sector.

Use of Proceeds

The net funds raised by the Company will be used to:

  • Increase awareness of the Company’s services, products and leveraged R&D programmes in their target markets;
  • Expand the sales and distribution channels for the Company’s services, products and leveraged R&D programmes;
  • Expand the number of cell line and reagent products available for sale via increased product development and the in-license of new product ranges from third parties;
  • Increase the pipeline of leveraged R&D opportunities delivering downstream milestone and product royalties;
  • Expand the intellectual property portfolio, via licence or selective acquisition; and
  • Acquire additional sales channels and other capabilities that deliver an expanded commercial offering and strategic geographical footprint

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This announcement is for information purposes only and does not constitute or form part of any offer or invitation to underwrite, sell or issue, or any solicitation of any offer to purchase or subscribe for, any ordinary shares or other securities in the capital of the Company, nor shall it (or any part of it), or the fact of its distribution, form the basis of, or be relied on in connection with or act as any inducement to enter into, any contract whatsoever relating to any ordinary shares or securities.

Panmure Gordon & Co. is regulated by the Financial Conduct Authority and is acting exclusively for the Company and no one else in connection with the Placing and Admission and will not regard any other person (whether or not a recipient of this announcement) as a client in relation to the Placing or Admission and will not be responsible to anyone other than the Company for providing the protections afforded to its clients or for providing advice in relation to the Placing, Admission or any transaction, arrangements or other matters referred to in this announcement.

The Placing and the distribution of this announcement and other information in connection with the Placing in certain jurisdictions may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

The Ordinary Shares have not been and will not be registered under the United States Securities Act 1933 (as amended) nor under the applicable securities laws of the United States of America or any province or territory of Canada, Australia, the Republic of South Africa or Japan, nor in any country or territory where to do so may contravene local securities laws or regulations and will not be made to any national, resident or citizen of the United States of America, Canada, Australia, the Republic of South Africa or Japan. No reliance may or should be placed by any person for any purpose whatsoever on the information contained in this announcement or on its completeness, accuracy or fairness. The information in this announcement is subject to change. Investments to which this announcement relates may expose an investor to a significant risk of losing all of the amount invested. This announcement does not constitute a recommendation concerning the Placing. The value of shares can decrease as well as increase. Potential investors should consult a professional advisor as to the suitability of the Placing for the person concerned.

Forward Looking Statements

Certain statements contained within the announcement are forward looking statements and are based on current expectations, estimates and projections about the potential returns of the Group and industry and markets in which the Group operates, the Directors' beliefs and assumptions made by the Directors. Words such as "expects", "anticipates", "should", "intends", "plans", "believes", "seeks", "estimates", "projects", "pipeline" and variations of such words and similar expressions are intended to identify such forward looking statements and expectations. These statements are not guarantees of future performance or the ability to identify and consummate investments and involve certain risks, uncertainties, outcomes of negotiations and due diligence and assumptions that are difficult to predict, qualify or quantify. Therefore, actual outcomes and results may differ materially from what is expressed in such forward looking statements or expectations. Among the factors that could cause actual results to differ materially are: the general economic climate, competition, interest rate levels, loss of key personnel, the result of legal and commercial due diligence, the availability of financing on acceptable terms and changes in the legal or regulatory environment.

These forward-looking statements speak only as of the date of this announcement. The Group expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained herein to reflect any change in the Group's expectations with regard thereto, any new information or any change in events, conditions or circumstances on which any such statements are based, unless required to do so by law or any appropriate regulatory authority.