ONE WEEK ONLY | MEMBERS ONLY

Iconic Labs PLC

WideCells Investment Offer

Following the announcement by WideCells regarding both the delay in the publication of the annual audit and a comment on the company's financial position, we are very pleased to announce that the company has received commitments representing gross proceeds of approximately £1.47 million (before expenses) in support of a placing by the issue of 49,033,333 new ordinary shares of £0.0025 each in the share capital of the Company ('Ordinary Shares') to new and existing shareholders, at a price of 3 pence per share (the 'Placing Price'), conditional on (amongst other matters) approval by the Financial Conduct Authority of a prospectus to be published by the Group ('Prospectus'), the passing of certain resolutions to be put to shareholders at the general meeting of the Group to approve the share issuance, and Admission (the 'Placing').

The Club has exclusively secured £250.000 worth of shares for its Members – at £0,03 per share – this option will only be available for 1 week.

A new company presentation is available on our platform and we are also arranging an XTRA WEBINAR with WCG CEO, João Andrade. The webinar with João will take place on Tuesday, May 15th at 5PM UK time / 6PM CEST.

Access link to the webinar is: https://attendee.gotowebinar.com/register/5411538237328579330

Club management remain positive about the prospects and outlook of WideCells and the stem cell therapy market and its future potential. We believe this is a unique opportunity for new Members to be a part of WideCells and for existing holders to average down.

The minimum investment is £60, or 2.000 shares and there is no maximum limit for Sophisticated or High net Worth Investors with an upper limit of £2000 or 66.666 shares per Everyday Investors, provided it falls within the availability of shares secured for the Members of the Club.

Should you wish to participate in this offer; click banner below or head over to our Special Offer section and read more…

This offer will close on Friday, May 18th 2018 at 23.59 pm CET.

Please note that due to regulatory requirements and following the latest changes on our platform, if you have not done so yet, you will be requested to self-certify as either High Net Worth Individual or Sophisticated Investor in our fully regulated AngelEQT environment (on your first access only).

Likewise, if this is your first time in The Angel Business Club, you will also be requested to accept the new Investor Terms and Conditions where you acknowledge and accept to be treated as a Retail Client of Angel Corporate Finance, on a non-advisory basis.

 

ADDITIONAL INFORMATION

Funds raised will be used to expand the Group's core end-to-end stem cell services as it looks to build its revenue profile. This will focus on driving sales of its first of its kind global stem cell insurance plan CellPlan, and its stem cell storage services, which are provided through the Group's state-of-the-art cryogenics facility in Manchester, UK. See further 'Use of Proceeds' below.

DETAILS OF THE PLACING
Following the close of the placing and the publication of the Group's accounts for the year end 31 December 2017, the Group will seek the FCA's approval for the Prospectus relating to the Placing Shares and thereafter, an application would be made for admission of the Placing Shares to be listing on the Standard segment of the Official List of the UK Listing Authority and to trading on the Main Market for listed securities of the London Stock Exchange plc ('Admission'). Admission is currently expected to take place before the end of June 2018. The Company will update the market in due course.

The Placing Shares will rank pari passu in all respects with the existing Ordinary Shares in the share capital of the Company (including as to the right to receive dividends (and other distributions, if any) declared, made or paid by the Company after the date of issue of the Placing Shares).

INDICATIVE TIMETABLE
The following is an indicative timetable of the proposed transaction. These dates are indicative only and are subject to change, in which case new dates will be announced.
• Accounts published and trading suspension lifted (subject to approval from the Financial Conduct Authority): Monday 21 May 2018
• Prospectus published (including results of the Placing), general meeting notice issued to shareholders: Friday 25 May 2018
• Date of general meeting: Thursday 14 June 2018*
• Admission of Placing Shares and settlement date for placing letters: Friday 15 June 2018*

USE OF PROCEEDS
The Group's anticipated use of the proceeds of the Placing are as set out below.
The Group's ability to use the proceeds materially as below is conditional on the Group restructuring its current debt.

  • Repayment of debt £120,000
  • WideCells product development £150,000
  • CellPlan platform and product development and roll-out £110,000
  • WideacAdemy platform and courseware and roll-out £33,000
  • General working capital (Placing and Admission costs will be deducted from the proceeds) £1,058,000
  • Total £1,471,000

KEY RISK FACTORS
The risks below are the key risks that the Group and the directors consider to be material risks relating to the Group. There may be additional risks and uncertainties relating to the Group that are not currently known to the Directors or are currently deemed immaterial:

  • reliance on stem cell and cord blood banking market;
  • reliance on key agreements and third parties (including the Best Doctors agreement and the Group's lease of premises at its UMIC site);
  • compliance and licensing risks, including the Group's operations within a regulatory regime; and
  • reliance on key executives and personnel.

 

RISK WARNING Investments of this nature carry risks to your capital. Please Invest Aware. Your capital is at risk which can include loss of investment and dilution, illiquidity, lack of dividends and it should be done only as part of a diversified portfolio. This financial promotion has been approved by Angel Corporate Finance Ltd; a firm authorised and regulated by the Financial Conduct Authority in the UK (189495). Registered in England and Wales under registered number 3672149.

Investments in small companies that are not readily realisable are considered high risk investments and are not suitable for all investors. High risk or speculative investments are not generally suitable for investors who are seeking to preserve capital or earn income through investment. Investments in high risk products should only be considered as suitable for high risk investors or as part of an overall balanced portfolio of investments. We have not taken into account specific investment goals, the financial situation or specific requirements of individual investors. Hence, you should carefully consider your financial situation and consult your financial advisors as to the suitability of your situation prior to making an investment or entering into a transaction.

Please consider the following risk factors which, although significant, do not necessarily comprise all of the risks associated with an investment product:

Not all financial products are suitable for all investors.

Before entering into any transaction you should ensure that you understand and have made an independent assessment of the suitability and appropriateness of the transaction into which you are entering and the nature and extent of your exposure to risk of loss in light of your own objectives, financial and operational resources and other relevant circumstances.

All investments involve a degree of risk. The value of an investment may go down as well as up and you may not get back the money you invested. It should not be assumed that the value of investments always rises.

You should ensure that you have the financial capacity to bear the risk and only invest an amount you are willing to lose. Investors should build a diversified portfolio to spread risk.

Past performance is no guarantee of future results and higher risk investments carry the risk that some or all of the capital invested may be lost. The price of investments can change quickly and go down as well as up.

Higher risk or speculative investments have wider spreads on price and are more illiquid and in some circumstances it may be difficult to sell at any price.

Smaller company shares can be relatively illiquid, meaning they could be harder to trade, which makes them higher risk.

When committing funds to high risk investments, you may not be able to realise your investment within your overall time-scale, if at all (i.e. how long it will take before you can get your money back).

Risk can be brought about by the performance of world markets, interest rates, taxes on income and capital, and foreign exchange rates.

Investors should carefully consider their own personal financial circumstances before dealing in the markets. If you have any doubts about the suitability of an investment you should seek professional advice.

 

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