Rockley receives approximately $168 million in gross proceeds; combined company to begin trading under ticker “RKLY” on August 12.

Rockley Photonics, Ltd. (“the Company” or “Rockley”), a leading global silicon photonics technology company, today announced the completion of its business combination with SC Health Corp. (“SC Health”). The combined company will retain the Rockley Photonics, Ltd. name as a subsidiary of Rockley Photonics Holdings, Ltd., which will commence trading on the NYSE under the new ticker symbol “RKLY” on August 12. The transaction was approved by SC Health’s shareholders on August 6, following which the High Court of Justice of England and Wales approved the Scheme of Arrangement on August 9.

The approximately $167.8 million in gross proceeds available to Rockley following the combination is expected to enable the Company to accelerate the commercial launch of its unique sensing platform and execute the 2023 and 2024 revenue projections as outlined in prior investor presentations. The platform is positioned to revolutionize consumer health and wellness by enabling continuous, non-invasive monitoring of multiple biomarkers, including core body temperature, blood pressure, body hydration, alcohol, lactate, and glucose, among others. Rockley is working closely and deeply with some of the world’s largest manufacturers of consumer electronics and wearables to provide them with a “clinic-on-the-wrist” digital health sensor system. Rockley’s end-to-end sensing platform will combine hardware and application firmware in a module for OEM manufacturers that can be augmented with cloud analytics for certain clinical/medical partnership applications, enabling these customers to provide meaningful and actionable insights to their users.

“Silicon photonics has tremendous potential to transform multiple industries through a broad range of applications, particularly in the health and wellness space by bringing laboratory-grade measurement on the wrist much closer to reality,” said Dr. Andrew Rickman, chief executive officer and founder of Rockley Photonics. “As we continue on the next phase of our growth as a public company, we are in a much stronger position to create solutions that can provide a new class of actionable insights, transform digital healthcare, and deliver life-changing benefits to people across the globe.”

A.J. Coloma, chief executive officer of SC Health, added, “Rockley’s technology is truly revolutionary. By giving access to personalized insights and information, Rockley’s unique sensing platform lets people self-manage their well-being. Easy, everyday access to this data has the power to transform the healthcare paradigm, moving away from costly chronic care and focusing on prevention and early intervention, thereby keeping people at the peak of health. Rockley is now well poised to further solidify their leadership position in the industry, and we are excited about the abundance of growth opportunities ahead, not only in the consumer health space, but also in medtech and beyond. We look forward to continuing to work alongside Andrew and his team to fully realize the myriad applications of the company’s technology.”

Board of Directors
With the completion of this business combination, Rockley also announced the appointment of a diverse board of directors. The new board will comprise of seven directors, including three women and one self-identified minority director, who bring extensive public company board experience and deep expertise in each of their respective fields:

  • Dr. Andrew Rickman, Ph.D., OBE1, Rockley CEO and founder, will serve as chairman of the board.
  • William Huyett is director emeritus of McKinsey and Company, where he spent 30 years serving global clients in biopharmaceuticals, medical devices, industrial, and other technology-intensive companies. Mr. Huyett will serve as senior independent director.
  • Dr. Caroline Brown, Ph.D., has 20 years of board experience, has been an independent director on Rockley’s board since January 2019, and sits on the boards of IP Group plc, Georgia Capital plc and Luceco plc. Dr. Brown has been appointed as chair of audit committee.
  • Brian J. Blaser has over 25 years of experience in the medical devices industry and retired from Abbott Laboratories in 2019 as executive vice president of diagnostic products after holding a number of senior and corporate roles in operations and strategy.
  • Karim Karti, a healthcare industry veteran, is the chair of MedTech Acquisition, was previously the chief operating officer of iRhythm Technologies, and served in roles of increasing seniority over 22 years at General Electric.
  • Michele Klein has 20 years of semiconductor industry experience and serves on the boards of Aviat Networks and Intevac. Earlier she was a director of Photon Control, an investor for Applied Ventures, the VC arm of Applied Materials, and CEO of diagnostic equipment companies.
  • Dr. Pamela Puryear, Ph.D., an expert on human capital, is the executive vice president of global human resources at Walgreen Boots and was previously a senior vice president and chief human resources at Zimmer Biomet and the senior vice president and chief talent officer at Pfizer.

1Order of the British Empire

Transaction Details
As a result of the business combination, Rockley has received approximately $167.8 million in gross proceeds. This includes $17.8 million from SC Health, as well as $150 million from the financing completed in connection with the announcement of the business combination, led by top-tier institutional investors including Senvest Management LLC and UBS O’Connor and participation from Medtronic.

Advisors
Cowen and Company LLC served as exclusive financial advisor to Rockley and Pillsbury Winthrop Shaw Pittman LLP served as legal counsel. BofA Securities served as exclusive financial advisor to SC Health and Ropes & Gray LLP served as legal counsel. BofA Securities and Cowen and Company LLC served as placement agents on the PIPE.