Shearwater Group PLC Result of Open Offer and General Meeting (4751E)
May 08 2017 - 5:45AM
UK Regulatory
TIDMSWG
RNS Number : 4751E
Shearwater Group PLC
08 May 2017
8 May 2017
SHEARWATER GROUP PLC
("Shearwater" or the "Company")
Result of Open Offer
Result of General Meeting
Admission to trading on AIM
Shearwater Group plc (AIM: SWG), announces that at the General
Meeting of the Company held today, all resolutions put to
shareholders were duly passed. Accordingly, the acquisition of
SecurEnvoy Limited, the Placing and the Open Offer, details of
which were announced on 20 April 2017 are expected to complete,
conditional on Admission, on 9 May 2017.
The Open Offer closed for applications at 11.00 a.m. on 5 May
2017 and the Company announces that the Open Offer was
oversubscribed with valid applications under the Open Offer
received from Qualifying Shareholders in excess of the 25,488,108
Open Offer Shares being offered. Accordingly, Qualifying
Shareholders who have validly applied for Open Offer Shares will
receive their full Open Offer Entitlement, however applications
under the Excess Application Facility will be scaled back in
accordance with the terms of the Open Offer. Following the scale
back, the total funds raised under the open offer is approximately
GBP1.0 million (before expenses).
The total amount raised by investors in the Placing and Open
Offer is approximately GBP9.0 million (before expenses) by way
of:
-- the Placing of 200,000,000 New Ordinary Shares at 4 pence per
share raising GBP8 million (before expenses); and
-- a further issue of 25,488,108 New Ordinary Shares at 4 pence
per share to Qualifying Shareholders pursuant to the Open Offer
raising approximately GBP1.0 million (before expenses)
Taken together, the Consideration Shares, Placing Shares and
Open Offer Shares will result in the allotment of a total of
425,488,108 New Ordinary Shares.
Application for admission to trading on AIM of the 535,250,286
Existing Ordinary Shares and the 425,488,108 New Ordinary Shares
being issued pursuant to the Acquisition, Placing and Open Offer
has been made and Admission is expected to take place on 9 May
2017. The New Ordinary Shares will rank pari passu with the
existing Ordinary Shares in issue.
In accordance with the provisions of the Disclosure Guidance and
Transparency Rules of the Financial Conduct Authority, the Company
confirms that, following these issues, its issued share capital
will comprise 960,738,394 Ordinary Shares of 1 pence each. All of
these Ordinary Shares have equal voting rights and none of the
Ordinary Shares are held in Treasury. The total number of voting
rights in the Company will therefore be 960,738,394 on
Admission.
This announcement should be read in conjunction with the full
text of the admission document posted to Shareholders on 20 April
2017 (the "Admission Document"), copies of which are available on
the Company's website at www.theshearwatergroup.co.uk. Capitalised
terms in this announcement have the same meaning as given in the
Admission Document.
This announcement includes inside information as defined in
Article 7 of the Market Abuse Regulation No. 596/2014 and is
disclosed in accordance with the Company's obligations under
Article 17 of those Regulations.
Contacts:
Shearwater Group plc www.theshearwatergroup.co.uk
David Williams +44 (0) 797 014 8016
Michael Stevens +44 (0) 780 171 2582
WH Ireland Limited - Nominated www.whirelandplc.com
Adviser & Broker
Mike Coe, Ed Allsopp +44 (0) 117 945 3470
Powerscourt - Financial PR shearwater@powerscourt-group.com
Ben Griffiths, Andy Jones +44 (0) 20 7250 1446
This information is provided by RNS
The company news service from the London Stock Exchange
END
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