Issued capital and reserves | 17. Issued capital and reserves Ordinary share capital 2016 (in £) Balance at beginning of year 59,221 Issuances in the year 133,801 Nominal share capital as at December 31 193,022 Ordinary shares issued and fully paid At January 1, 2016 19,740,296 Issued on June 9, 2016 for private financing round 39,464,540 Issued on June 9. 2016 for private placement 5,135,962 At December 31, 2016 64,340,798 Nominal value at December 31, 2016 ( 0.003 Issued capital at December 31, 2016 ( 193,022 Ordinary share capital 2017 (in £) Balance at beginning of year 193,022 Issuances in the year 20,263 Nominal share capital as at December 31 213,285 Ordinary shares issued and fully paid Issued on April 3, 2017 for private placement financing round 5,042,017 Issued on April 26, 2017 for conversion of loan note 1,221,361 Issued on October 28, 2017 for acquisition of license 490,798 At December 31, 2017 71,094,974 Nominal value at December 31, 2017 ( 0.003 Issued capital at December 31, 2017 ( 213,285 Ordinary share capital 2018 (in £) Balance at beginning of year 213,285 Issuances in the year 436 Nominal share capital as at December 31 213,721 Ordinary shares issued and fully paid At January 1, 2018 71,094,974 Issued on June 1, 2018 for public offering 50,076 Issued on August 3, 2018 for exercise of share options 10,000 Issued on October 22, 2018 for exercise of share options 85,222 At December 31, 2018 71,240,272 Nominal value at December 31, 2018 (£) 0.003 Issued capital at December 31, 2018 ( 213,721 Since January 1, 2016, the following alterations to the Company’s share capital have been made: • under the subscription agreement dated July 28, 2015, as amended by an agreement dated June 1, 2016, the Company issued and allotted 39,464,540 ordinary shares of £0.003 in nominal value in the capital of the Company on June 9, 2016 at a price of £1.84 per share. 39,699 of these ordinary shares were issued to WG Partners LLP, for no cash consideration, as payment for financial advisory services; • on March 21, 2016 the Directors of the Company signed a solvency statement with the agreement of all shareholders and undertook a capital reduction, reducing the share premium account by £7,000,000 and crediting a new Other reserve by the same amount; • under a private placement dated June 9, 2016, the Company issued and allotted 5,135,962 ordinary shares of £0.003 in nominal value in the capital of the Company on June 9, 2016 at a price of £2.21 per share; and • on June 9, 2016, the Company’s ordinary shares were admitted to trading on the AIM market of the London Stock Exchange. • under the private placement dated April 3, 2017, the Company issued and allotted 5,042,017 ordinary shares of £0.003 in nominal value in the capital of the Company on April 3, 2017 at a price of £2.975 per share to institutional investors. Gross cash received was £15,000,000; • on April 26, 2017 Novartis converted £1,398,552 of loan notes dated June 3, 2016 into 632,829 ordinary shares of £0.003 in nominal value in the capital of the Company at the fixed conversion price of £2.21 per share. Under the terms of the notes, Novartis also received 588,532 bonus shares; • on October 31, 2017, Mereo BioPharma Group plc issued 490,798 ordinary shares of £0.003 in nominal value in the capital of the Company to AstraZeneca AB as part payment for the acquisition by Mereo BioPharma 4 Limited of an exclusive license and option to acquire certain assets; • under the public offering dated June 1, 2018, the Company issued and allotted 50,076 ordinary shares of £0.003 in nominal value in the capital of the Company on June 1, 2018 at a price of £3.00 per share to investors. Gross cash received was £150,228; • on August 3, 2018 the Company issued and allotted 10,000 ordinary shares of £0.003 in nominal value in the capital of the Company pursuant to an exercise of employee share options; and • on October 22, 2018 the Company issued and allotted 85,222 ordinary shares of £0.003 in nominal value in the capital of the Company pursuant to an exercise of employee share options. December 31, Share premium 2016 (in £) At January 1, 2016 26,212,880 Share capital reduction on March 21, 2016 (7,000,000 ) Issuance of share capital for private financing round on June 9, 2016 72,423,314 Issuance of share capital for private placement on June 9, 2016 11,335,069 Transaction costs for issued share capital (2,995,864 ) At December 31, 2016 99,975,399 December 31, Share premium 2017 (in £) At January 1, 2017 99,975,399 Issued on April 3, 2017 for private placement financing round 14,984,875 Issued on April 26, 2017 for conversion of loan note 2,477,787 Issued on October 28, 2017 for acquisition of license 1,518,527 Transaction costs for issued share capital (729,632 ) At December 31, 2017 118,226,956 December 31, Share premium 2018 (in £) At January 1, 2018 118,226,956 Issued on June 1, 2018 for public offering 150,078 Issued on August 3, 2018 for exercise of share options 12,870 Issued on October 22, 2018 for exercise of share options 109,681 Transaction costs for issued share capital (7,512 ) At December 31, 2018 118,492,073 Other capital reserves Shares to Share-based Equity Total (in £) At January 1, 2016 18,677,840 2,982,265 — 21,660,105 Share-based payments expense during the year — 6,494,018 — 6,494,018 Shares issued (16,003,363 ) — — (16,003,363 ) Equity component of convertible loan instrument — — 516,802 516,802 At December 31, 2016 2,674,477 9,476,283 516,802 12,667,562 At January 1, 2017 2,674,477 9,476,283 516,802 12,667,562 Share-based payments expense during the year — 4,983,186 — 4,983,186 Shares issued (1,082,899 ) — — (1,082,899 ) Equity component of convertible loan instrument — — (208,680 ) (208,680 ) At December 31, 2017 1,591,578 14,459,469 308,122 16,359,169 Shares to Share-based Equity Warrants issued Total (in £) At January 1, 2018 1,591,578 14,459,469 308,122 — 16,359,169 Share-based payments expense during the year — 2,302,335 — — 2,302,335 Share-based payments release for exercise of options — (113,042 ) — — (113,042 ) Warrants issued for TAP funding — — — 44,156 44,156 At December 31, 2018 1,591,578 16,648,762 308,122 44,156 18,592,618 Share-based payments The Group has various share option schemes under which options to subscribe for the Group’s shares have been granted to certain executives, NEDs and employees (see Note 25 for further details). The share-based payment reserve is used to recognize a) the value of equity settled share-based payments provided to employees, including key management personnel, as part of their remuneration and b) deferred equity consideration. Refer to Note 25 for further details of these plans. Of the £6,494,018 share-based payment expense in 2016, £298,836 is an accelerated charge relating to 500,000 share options which were cancelled on June 9, 2016. Shares issued/to be issued Shares to be issued at January 1, 2016 of £18,677,840 represented a maximum potential 10,151,000 bonus shares due to Novartis under the terms of an investment in the prior year. Of the 44,600,502 ordinary shares issued on June 9, 2016, 8,697,480 shares were issued to Novartis as fully paid up bonus shares (for £nil consideration), the number of which was calculated to maintain its shareholding at 19.5%. The fair value of these shares was £1.84 per share. At December 31, 2016, £2,674,477 representing a maximum of 1,453,520 shares at £1.84 were remaining to be issued to Novartis pro rata to their percentage shareholding as and when the Company issues further ordinary shares. Of the 1,221,361 ordinary shares issued on April 26, 2017, 588,532 shares were issued to Novartis as fully paid up bonus shares (for £nil consideration), the number of which was calculated to maintain its shareholding at 19.5%. The fair value of these shares was £1.84 per share. At December 31, 2018 and December 31, 2017, £1,591,578 representing a maximum of 864,988 shares at £1.84 were remaining to be issued to Novartis pro rata to its percentage shareholding as and when the Company issues further ordinary shares. Equity component of convertible loan instrument The convertible loan notes issued to Novartis are a compound instrument consisting of a liability and an equity component (see Note 18a). The value of the equity component (cost of the conversion option) as at December 31, 2018 is £308,122 (2017: £308,122; 2016: £516,802). Warrants issued for TAP funding The funding arrangements with The Alpha-1 Accumulated loss Year ended December 31 2016 2017 2018 (in £) Other reserves 7,000,000 7,000,000 7,000,000 Accumulated losses (40,579,241 ) (79,315,920 ) (111,220,794 ) Accumulated deficit (33,579,241 ) (72,315,920 ) (104,220,794 ) |