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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO SECTION 13A-16 OR 15D-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of September 1999.
PROTHERICS PLC
(Translation of Registrant's Name Into English)
Beechfield House
Lyme Green Business Park
Macclesfield Cheshire SK11 0JL
England
(Address of Principal Executive Offices)
(Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F.)
Form 20-F X Form 40-F
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(Indicate by check mark whether the registrant by furnishing the
information contained in this form is also thereby furnishing the information to
the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934.)
Yes No X
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(If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b)): 82- .
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Attached to the Registrant's Form 6-K for the month of September 1999
and incorporated by reference herein is the Registrant's announcement as
reported to the Company Announcements Office of the London Stock Exchange on
September 15, 1999.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
PROTHERICS PLC
Date: September 15, 1999 By: /s/ Barrington M. Riley
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Barrington M. Riley
Finance Director
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PROTHERICS PLC ("PROTHERICS" OR THE "COMPANY")
COMPLETION OF THE MERGER OF PROTEUS INTERNATIONAL PLC ("PROTEUS")
AND THERAPEUTIC ANTIBODIES INC ("THERAPEUTIC ANTIBODIES") (THE "MERGER")
AND COMPLETION OF THE PLACING
The Board of Protherics (the "Board"), the renamed group formed as a result of
the Merger of Proteus and Therapeutic Antibodies, is pleased to announce the
completion of the Merger and that the Company's 60,542,545 Ordinary Shares
issued pursuant to the Merger were admitted to, and commenced dealings on, the
Official List of the London Stock Exchange at 9am this morning.
In addition, the Board announces the successful completion of the Placing,
raising approximately (pound)7.0 million net of expenses for the Company, with
the admission to, and commencement of dealings on, the Official List of the
London Stock Exchange of the Company's 23,325,000 Ordinary Shares issued
pursuant to the Placing.
Holders of Therapeutic Antibodies common stock will receive a Letter of
Transmittal which provides the mechanism for the exchange of each Therapeutic
Antibodies share for 1.163 new Protherics shares and cash in lieu of any
fractional share entitlement. Shareholders who wish to trade their existing
Therapeutic Antibodies shares prior to the receipt of new Protherics share
certificates may trade these for the equivalent number of Protherics shares at
the Merger ratio of 1.163 Protherics shares for each Therapeutic Antibodies
share.
Stuart Wallis, the new Chairman of Protherics PLC, said:
"Protherics now has the opportunity to create further shareholder value through
its strong product portfolio, firm financial base and opportunity for further
corporate development."
David Gration, Deputy Chairman of Protherics PLC, said:
"Having worked closely with Therapeutic Antibodies over several months, I am
confident that I stand down as Chairman of Proteus at a time when its successor,
Protherics, is in good hands and has a bright future."
Enquiries:
Protherics PLC
Stuart Wallis, Chairman Tel: 0171 553 1483
David Gration, Deputy Chairman Tel: 01625 500 555
Andrew Heath, Chief Executive Officer Tel: 0171 606 8637
WestLB Panmure Tel: 0171 638 4010
Christopher Collins
Ronald Openshaw
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The Maitland Consultancy
William Clutterbuck Tel: 0171 379 5151
Buchanan Communications
Tim Anderson Tel: 0171 466 5000
This press release contains forward-looking statements which are made pursuant
to the Safe-Harbor provisions of the Private Securities Litigation Reform Act of
1995. Words such as "intends", "believes" and similar expressions reflecting
something other than historical fact are intended to identify forward-looking
statements, but are not the exclusive means of identifying such statements.
These forward-looking statements involve a number of risks and uncertainties,
including the timely development and market acceptance of products and
technologies, successful integration of acquisitions, the ability to secure
additional sources of financing, the ability to reduce operating expenses and
other factors described in the Company's filings with the Securities and
Exchange Commission. The actual results that the Company achieves may differ
materially from any forward-looking statement due to such risks and
uncertainties. The Company undertakes no obligations to revise or update any
forward-looking statements in order to reflect events or circumstances that may
arise after the date of this release.
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