Integumen PLC Share Purchase Agreement signed; Issue of shares (8073W)
August 03 2018 - 9:22AM
UK Regulatory
TIDMSKIN
RNS Number : 8073W
Integumen PLC
03 August 2018
3 August 2018
Integumen plc
("Integumen" or the "Company")
Share Purchase Agreement signed; Issue of shares
Integumen (AIM: SKIN), announces that, further to its
announcement of 2 August 2018 and, as presaged in the announcement
dated 16 July 2018 ("the Announcement") the Share Purchase
Agreement to conditionally acquire a 9.35% stake in Cellulac plc
("Investment") has today been signed. Completion of the Investment
is expected to take place on or around 24 September 2018, being the
date of Second Admission (as defined in the Announcement). In
addition, the Licence Agreement (for which the signing of Heads of
Terms were announced on 16 July) has also been completed.
As a result, 24,538,480 First Placing Shares, 10,769,231 First
Subscription Shares and 4,615,384 Fee Shares (as defined in the
Announcement) have been allotted today (conditional upon
Admission), and are expected to be admitted to trading on AIM on 6
August 2018 ("First Admission").
Following First Admission Gerard Brandon and Camillus Glover
will join the Board as Chief Executive Officer and Chief Operations
Officer, respectively, and Paul Kennedy and Helmut Schlieper will
resign from the Board.
Following Admission of the First Placing Shares, First
Subscription Shares and the Fee Shares, the resultant directors'
holdings will be as follows:
Name Shareholding % of issued share
capital
Tony Richardson 2,840,414 1.08%
Ross Andrews 2,238,462 0.85%
Gerard Brandon 7,692,307 2.92%
For the purpose of the Disclosure Guidance and Transparency
Rules, the Company's total issued ordinary share capital following
First Admission will be 263,608,327 ordinary shares of 0.01p each.
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, the
Company under the Disclosure Guidance and Transparency Rules.
Following Second Admission (expected on or around 24 September
2018) a further 158,228,992 shares will be issued : 66,153,844
Second Subscription Shares, 9,230,760 Second Placing Shares, and
82,844,388 Consideration Shares. The Consideration Shares (which
represent 19.6% of the issued capital) will be issued as to
41,422,194 to Gerard Brandon and 41,422,194 to Camillus Glover.
Enquiries
Tony Richardson,
Integumen plc Chairman + 353 (0) 87 770 5506
SPARK Advisory Partners
Limited Neil Baldwin/Andrew
(Nominated Adviser) Emmott +44 (0) 113 370 8974
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Hybridan LLP (Broker) Claire Noyce +44 (0) 20 3764 2341
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TB Cardew Shan Shan Willenbrock +44 (0) 20 7930 0777
Joe McGregor integumen@cardewgroup.com
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END
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