RenalytixAI Plc (RNLX)

[Horsts]

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Unsolicited Approach from Possible Strategic Acquiror, Launch of Formal Sale Process, and Update on Financing
Renalytix plc (NASDAQ: RNLX) (LSE: RENX), an artificial intelligence-enabled in vitro diagnostics company, focused on optimizing clinical management of kidney
disease to drive improved patient outcomes and advance value-based care provides the following update in regard to an unsolicited approach from a possible
strategic acquiror, launch of a Formal Sale Process, and its advanced financing activities.
Formal Sale Process
Renalytix has received an unsolicited approach from a large and well-capitalised publicly listed strategic diagnostics company, which is in the process of
evaluating an acquisition of the entire issued, and to be issued, share capital of the Company.
Therefore, the Company has commenced a review of all available options, including a possible sale of the Company and/or its assets, and has commenced a
formal sale process (as referred to in Note 2 on Rule 2.6 of the City Code on Takeovers and Mergers) (the “Formal Sale Process”). The Formal Sale Process will
enable the Board and its advisers to conduct an orderly process and engage more widely with all potentially interested parties, with a view to optimising the
outcome for Renalytix’s shareholders. It remains possible that, following completion of the Formal Sale Process, the Board will consider that Renalytix and its
shareholders would be best served by alternative strategic options available to the Company, including by Renalytix continuing to trade on AIM and Nasdaq as
an independent entity.
The Takeover Panel has granted a dispensation from the requirements of Rules 2.4(a), 2.4(b) and 2.6(a) of the Takeover Code such that any interested party
participating in the Formal Sale Process will not be required to be publicly identified as a result of this announcement and will not be subject to the 28 day
deadline referred to in Rule 2.6(a) of the Takeover Code for so long as it is participating in the Formal Sale Process.
The Board is working with and intends to appoint Stifel Nicolaus Europe Limited (“Stifel”) as Sole Financial Adviser and Rule 3 Adviser with respect to the
Formal Sale Process and any offer for the Company that may be forthcoming.
Parties interested in submitting any expression of interest or other proposal relating to any strategic option for the Company, should contact Stifel via the
contact details given below.
It is currently expected that any party interested in submitting any form of proposal for consideration within the Formal Sale Process will, at the appropriate
time, be required to enter into a non-disclosure agreement and standstill arrangement with the Company on terms satisfactory to the Board and on the same
terms, in all material respects, as other interested parties before being permitted to participate in the process. The Company then intends to provide such
interested parties with certain information on its business, following which interested parties shall be invited to submit their proposals to Stifel. The Company
will update the market in due course regarding timings for the Formal Sale Process. The Board reserves the right to alter any aspect of the process as outlined
above or to terminate the process at any time and in such cases will make an announcement
as appropriate. The Board also reserves the right to reject any approach or terminate discussions with any interested party at any time.
Shareholders are advised that this announcement does not represent a firm intention by any party to make an offer under Rule 2.7 of the Takeover Code and
there can be no certainty that any offers will be made as a result of the Formal Sale Process, that any sale, strategic investment or other transaction will be
concluded, nor as to the terms on which any offer, strategic investment or other transaction may be made.
Following this announcement, the Company is now considered to be in an Offer Period as defined in the Takeover Code, and the dealing disclosure
requirements set out below will apply.
Further announcements will be made in due course.
Financing Discussions
As part of a review of funding options currently being explored, the directors of Renalytix (the “Board”) are considering possible sources of funding, including
equity and debt. The Company is in advanced discussions with certain existing shareholders as well as potential new equity and debt providers.
The Company has cash on hand of $2.3 million and marketable securities of approximately $1.4 million as at 3 March 2024. As reported on February 15, 2024,
operating cost reductions commenced during the fiscal second quarter continued with a fiscal third quarter cash burn target approximately 33% less than in
the prior quarter and approximately 50% less than in the first quarter of fiscal 2024. The Company expects existing cash resources to finance the business
through April 2024, foregoing the possible Sale of the Company and/or its assets, or successful completion of the advanced financing activities noted above.
For further information, please contact:
Renalytix plc
James McCullough, CEO
www.renalytix.com
Via Walbrook PR
Stifel (Nomad and Joint Broker to Renalytix)
Nicholas Moore / Nick Harland / Samira Essebiyea
Tel: [phone]
Investec Bank plc (Joint Broker)
Gary Clarence / Shalin Bhamra
Tel: [phone]
Walbrook PR Limited
Paul McManus / Alice Woodings / Charlotte Edgar
Tel: [phone] or [e-mail]
Mob: [phone]
CapComm Partners
Peter DeNardo
Tel: [phone] or [e-mail]