Minoan Group PLC Result of Open Offer (7089Y)
May 10 2019 - 8:06AM
UK Regulatory
TIDMMIN
RNS Number : 7089Y
Minoan Group PLC
10 May 2019
The information contained within this announcement is deemed to
constitute inside information as stipulated under the Market Abuse
Regulation (EU) No. 596/2014. Upon the publication of this
announcement, this inside information is now considered to be in
the public domain.
10 May 2019
MINOAN GROUP PLC
("Minoan", the "Company")
Result of Open Offer
Issue of Shares and Warrants
Following its announcement (the "Announcement") on 24 April 2019
of the Subscription and Open Offer, the Company hereby confirms
that valid acceptances have been received from Qualifying
Shareholders in respect of 8,722,103 Open Offer Shares, including
applications for 2,536,154 Open Offer Shares under the Excess
Application Facility, raising approximately GBP240,000 before costs
for the Company. Qualifying Shareholders who have validly applied
for Open Offer Shares will receive their full Open Offer
Entitlement. Applications for New Shares under the Excess
Application Facility will be met in full.
As such, and following the successful conclusion of its General
Meeting held today, in accordance with the terms of the
Subscription and Open Offer, Minoan has resolved to issue the
following ordinary shares of 1p each ("New Ordinary Shares"), in
each case conditional upon Admission occurring:
1. 32,199,994 New Ordinary Shares in relation to the cash
received (GBP98,000) and debt to be released (GBP787,500) in
connection with the Firm Subscription;
2. 8,722,103 New Ordinary Shares in connection with the valid
applications received under the Open Offer;
3. 55,165,847 New Ordinary Shares in relation to the Conditional
Subscription (following operation of the clawback so as to satisfy
valid applications by Qualifying Shareholders under the Open
Offer); and
4. 21,333,333 New Ordinary Shares in connection with the
Directors' Debt for Equity Swap.
Application has been made for the 117,421,277 New Ordinary
Shares to be admitted to trading on AIM ("Admission") and it is
expected that Admission will be effective on13 May 2019.
The payment of GBP310,000 in connection with the Firm
Subscription will follow Admission, and subsequent announcements
will be made in due course in relation to the issue of 11,272,727
New Ordinary Shares to be made in connection with such
payments.
In connection with the Proposals, and in accordance with the
previously announced agreement with Silja Investments Limited,
Minoan is issuing, again in each case conditional upon Admission
occurring, 16,334,950 warrants to subscribe for New Ordinary Shares
at an exercise price of 2.75 pence per share and 3,626,667 warrants
to subscribe for New Ordinary Shares at an exercise price of 3.00p
per share (together the "Warrants"). The Warrants will expire on 12
October 2023.
The New Ordinary Shares are being allotted and issued under the
authorities granted at Minoan's General Meeting held today. There
are no shares held in treasury therefore, following Admission,
there will be a total of 404,917,083 ordinary shares of 1p each in
issue, all with equal voting rights. This figure may be used by
shareholders as the denominator for the calculations by which they
will determine if they are required to notify their interest in, or
a change to their interest in, Minoan under the FCA's Disclosure
Guidance and Transparency Rules.
Open Offer Shares (held in uncertificated form) are expected to
be credited to CREST accounts on 13 May 2019 and definitive share
certificates for the Open Offer Shares (held in certificated form)
are expected to be despatched to shareholders who hold their
Ordinary Shares in certificated form by 31 May 2019
Terms used in this announcement and not defined are as defined
in the Announcement.
Minoan Chairman, Christopher Egleton commented:
"I am delighted at the over 99 per cent support received from
our shareholders for the resolutions at the General Meeting today
in support of the subscription and open offer announced on 24 April
2019 which allows us to strengthen our balance sheet and move
forward with confidence with our plans for the development and
crystallisation of value to our shareholders of our Crete
project."
For further information please visit www.minoangroup.com or
contact:
Minoan Group Plc
Christopher Egleton christopher.egleton@minoangroup.com
Bill Cole william.cole@minoangroup.com
WH Ireland Limited 020 7220 1666
Adrian Hadden/Lydia Zychowska
Cornhill Capital Limited 020 7710 9610
Daniel Gee
Sapience Communications Limited 020 3195 3240
Richard Morgan Evans
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END
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