General Industries PLC Issue of Equity and TVR (1346R)
March 07 2016 - 1:00AM
UK Regulatory
TIDMGNI
RNS Number : 1346R
General Industries PLC
07 March 2016
For immediate release
7 March 2016
General Industries PLC
("General Industries" or the "Company")
Issue of Equity and TVR
General Industries, a company formed to acquire and operate
growing businesses in the services sector, is pleased to announce
that it has today satisfied the deferred consideration due in
respect of the acquisition of Murja Limited, details of which were
contained in the announcement published on 14 December 2015 (the
"Murja RNS"). In accordance with the Murja share purchase agreement
(the "Agreement"), the Company has issued and allotted a further
316,344 ordinary shares to each of Richard Murphy and Christopher
Jack (the "Sellers") (the "Deferred Consideration Shares").
In light of the placing described below, the Board has agreed
that the Deferred Consideration Shares will be issued at the same
price as the placing shares, namely 43.65p each, with a balance of
GBP9,015.84 to be paid to each Seller in cash to take account of
the difference between the price originally provided in the
Agreement and the placing price referred to below. As referred in
the Murja RNS, subject to limited exceptions, all consideration
shares issued to the Sellers pursuant to the acquisition are
subject to restrictions whereby they cannot be transferred or
disposed of (without the prior written consent of the Board and
Beaumont Cornish Limited) until 11th December 2016 (and, for a
further calendar year thereafter, the consideration shares must
only be transferred or disposed of in accordance with orderly
marketing arrangements). It has been now agreed that, subject to
limited exceptions, the Deferred Consideration Shares will be
subject to lock-in whereby they cannot be transferred or disposed
of (without the prior written consent of the Board of General
Industries) until 11th March 2018. A deed of variation has been
signed by the Company and each Seller to reflect the revised
deferred consideration described above.
In addition, the Board has received notice to exercise an option
from a previous director of the Company to subscribe for 206,000
ordinary shares at a price of 10p per ordinary share. The notice
was accepted as valid and having received funds of GBP20,600, the
Company has accordingly issued and allotted 206,000 ordinary shares
(the "Option Shares").
The Company also took the opportunity to effect a small placing
of 150,000 new ordinary shares of 5p each to some employees of its
wholly-owned subsidiary, Altair Consultancy and Advisory Services
Limited, and other private investors at a placing price of 43.65p
per share (the "Placing Shares") raising GBP65,475. The Company
welcomes extending employees' participation.
The placing and the exercise of option provide additional
working capital and ensure that the Company maintains sufficient
shares in public hands.
Applications are being made to the UK Listing Authority and the
London Stock Exchange for a total of 988,688 new ordinary shares
comprising; the Placing Shares, Option Shares and Deferred
Consideration Shares, to be admitted to the Official List and to
trading on the London Stock Exchange's main market for listed
securities (the "Admission"). It is expected that Admission will
become effective on or around 11 March 2016.
Following the issue of the Placing Shares, Option Shares and
Deferred Consideration Shares, which on Admission will rank pari
passu with the existing ordinary shares in issue, the total number
of Ordinary Shares in issue with voting rights in the Company is
32,608,688. There are no shares held in treasury.
The above figure of 32,608,688 may therefore be used by
shareholders as the denominator for the calculation by which they
may determine if they are required to notify their interest in, or
change to their interest in, the Company under the FCA's Disclosure
and Transparency Rules.
For further information please visit
www.general-industries.co.uk or contact:
General Industries plc
Derek Joseph, Group Finance Director
Tel: 020 7934 0175
Beaumont Cornish Limited, Financial Adviser
Roland Cornish
Tel: 020 7628 3396
This information is provided by RNS
The company news service from the London Stock Exchange
END
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