TIDMTAND
RNS Number : 7024J
Tan Delta Systems PLC
18 August 2023
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN
WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE
UNITED STATES OF AMERICA (THE "UNITED STATES" OR THE "US"),
AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA, THE
REPUBLIC OF IRELAND OR ANY OTHER JURISDICTION IN WHICH SUCH
RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL (EACH A
"RESTRICTED JURISDICTION").
18 August 2023
Tan Delta Systems plc
("Tan Delta" or the "Company")
Admission to Trading on AIM and First Day of Dealings
Tan Delta Systems plc (AIM: TAND) a market leading, real-time
equipment monitoring and data analytics business, announced the
admission of its entire share capital to trading on the AIM Market
of the London Stock Exchange ("Admission").
Dealings in the Ordinary Shares will commence at 8.00 a.m.
today, 18 August 2023, under the ticker "TAND" (ISIN:
GB00BMV2DK99).
The Company's Admission Document was published on 11 August 2023
and is available to view on its website at:
www.tandeltasystems.com
Admission highlights
-- The Company successfully raised gross proceeds of
approximately GBP6.0 million in total, at a price of 26 pence per
Ordinary Share
-- On Admission, the Company will have a market capitalisation
(at the Placing Price) of approximately GBP19.0 million and have
73,223,800 Ordinary Shares in issue
-- Zeus and PrimaryBid raised a further approximately GBP0.6
million (before expenses) for selling shareholders
-- Zeus Capital Limited acted as Nominated Adviser and broker in relation to the Admission
Chris Greenwood, CEO of Tan Delta, commented:
"An incredibly proud moment for me, not only in achieving a
successful flotation but having the exciting opportunity to now
drive the business through its next phase of accelerated growth.
None of this would have been possible without the hard work and
dedication from all of the Tan Delta team and the continuing
support given to us by our early investors.
Innovation continues to be alive and kicking in the UK and I
hope that we can be seen as an example to budding entrepreneurs as
to what can be achieved. A huge thank you to Zeus for their efforts
in securing a great deal for the business and for the new
investors, without their relentless efforts we would not have
successfully navigated the whole IPO process."
Company and Use of Proceeds
-- Based in Sheffield, UK, Tan Delta has developed market
leading, real-time equipment monitoring sensors for a range of
international blue-chip clients
-- Tan Delta's sensor solutions provide a number of key benefits
to equipment operators, including:
o Maintenance optimisation - sensors eliminate unnecessary time
scheduled maintenance, through optimised maintenance scheduling by
monitoring actual equipment and oil condition;
o Advance fault detection - sensors recognise early signs of
issues before equipment damage occurs to enable pre-emptive
maintenance and reduce breakdowns and crucially downtime;
o Event identification - sensors can see the effects of oil
changes, top-ups and sweetening (partial oil change) events
assisting operators in managing their assets; and
o Environmental (ESG) - reduced carbon footprint due to less oil
being used, spare parts and maintenance activities, coupled with
increased equipment life and efficiency
-- Proceeds of the Placing will be used for sales and marketing,
product development and general working capital purposes
Capitalised terms used in this announcement shall, unless the
context provides otherwise, have the same meanings as in the
Admission Document.
For further enquiries:
Tan Delta Systems plc Tel: +44 (0) 845
094 8710
Simon Tucker, Non-Executive Chairman
Chris Greenwood, Chief Executive Officer
Steve Johnson, Chief Financial Officer
Zeus (Nominated Adviser and Broker) Tel: +44 (0) 203
829 5000
David Foreman, James Hornigold, Ed Beddows (Investment Banking)
Nick Searle (Equity Sales)
IMPORTANT INFORMATION
This announcement has been supplied for information purposes
solely in connection with Admission, and for no other purpose.
Neither this announcement nor its distribution to any person
constitutes or forms part of any offer or invitation to sell or
issue or purchase or subscribe for any shares or other securities
in the Company and nor shall it (or the fact of its distribution)
form the basis of, or be relied on in connection with, any contract
therefor.
This announcement does not constitute, or form part of, any
offer or invitation to sell or issue, or any solicitation of any
offer to purchase or subscribe for any shares or other securities
in any Restricted Jurisdiction. The Placing, the Retail Offer and
the distribution of this announcement and other information in
connection with the Placing, the Retail Offer and Admission in
certain jurisdictions (including the Restricted Jurisdictions) may
be restricted by law and persons into whose possession this
announcement, any document or other information referred to herein
comes should inform themselves about and observe any such
restrictions. Any failure to comply with these restrictions may
constitute a violation of the securities laws of any such
jurisdiction. Neither this announcement nor any part of it nor the
fact of its distribution shall form the basis of or be relied on in
connection with or act as an inducement to enter into any contract
or commitment whatsoever.
Recipients of this announcement who are considering subscribing
for or acquiring Ordinary Shares are reminded that any such
acquisition or subscription must be made only on the basis of the
information contained in the Admission Document, which may be
different from the information contained in this announcement. No
reliance may be placed, for any purpose whatsoever, on the
information or opinions contained in this announcement or on its
accuracy, fairness or completeness.
To the fullest extent permitted by applicable law or regulation,
no undertaking, representation or warranty, express or implied, is
given by or on behalf of Zeus Capital Limited, or their respective
parent or subsidiary undertakings or the subsidiary undertakings of
any such parent undertakings or any of their respective directors,
officers, partners, employees, agents, affiliates, representatives
or advisers or any other person as to the accuracy, sufficiency,
completeness or fairness of the information, opinions or beliefs
contained in this announcement and, save in the case of fraud, no
responsibility or liability is accepted by any of them for any
errors, omissions or inaccuracies in such information, opinions or
beliefs or for any loss, cost or damage suffered or incurred,
howsoever arising, from any use, as a result of the reliance on, or
otherwise in connection with, this announcement. Zeus Capital
Limited does not accept any liability whatsoever for the accuracy
of any information or opinions contained in this announcement or
for the omission of any information from this announcement for
which the Company and the Directors are solely responsible.
Zeus Capital Limited are authorised and regulated in the United
Kingdom by the FCA, are acting exclusively for the Company as
nominated adviser, sole broker, sole bookrunner and placing agent
(as appropriate) to the Company in connection with the Placing and
Admission and will not be acting for any other person (including
any recipient of this announcement) or otherwise be responsible to
any other person for providing the protections afforded to clients
of Zeus Capital Limited or for advising any other person in respect
of the Placing and Admission or any transaction, matter or
arrangement referred to in this announcement. Such persons should
seek their own independent legal, investment and tax advice as they
see fit.
The Nominated Adviser's responsibilities as the Company's
nominated adviser under the AIM Rules for Nominated Advisers are
owed solely to the London Stock Exchange and are not owed to the
Company or to any Director or to any other person in respect of his
decision to acquire shares in the Company in reliance on any part
of this announcement or the Admission Document.
This announcement is directed only at persons whose ordinary
activities involve them in acquiring, holding, managing and
disposing of investments (as principal or agent) for the purposes
of their business and who have professional experience in matters
relating to investments and are: (i) if in a member state of the
European Economic Area ("EEA"), Qualified Investors as defined in
article 2(e) of Regulation (EU) 2017/1129 (the "EU Prospectus
Regulation"); (ii) if in the United Kingdom, are Qualified
Investors within the meaning of the UK version of the EU Prospectus
Regulation which forms part of UK domestic law pursuant to the
European Union (Withdrawal) Act 2018 and (a) fall within article
19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005, as amended (the "Order") or (b) are persons
who fall within article 49(2)(a) to (d) (high net worth companies,
unincorporated associations, etc.) of the Order or (c) to whom it
may otherwise be lawfully distributed (all such persons together
being referred to as "Relevant Persons").
The Retail Offer has been made under the exemptions allowed
under the Prospectus Regulation. As such, there is no need for
publication of a prospectus pursuant to the Prospectus Regulation
or for approval of the same by the Financial Conduct Authority
("FCA").
This announcement must not be acted on or relied on by persons
who are not Relevant Persons. Persons distributing this
announcement must satisfy themselves that it is lawful to do so.
Any investment or investment activity to which this announcement
relates is available only to Relevant Persons and will be engaged
in only with Relevant Persons. This announcement does not itself
constitute an offer for sale or subscription of any securities in
the Company.
The Ordinary Shares referred to in this announcement have not
been, and will not be, registered under the US Securities Act of
1933, as amended (the "Securities Act"), or with any securities
regulatory authority of any state of the United States or any other
jurisdiction, and the Ordinary Shares may not be offered, sold,
resold, transferred or delivered, directly or indirectly, in or
into the United States or to, or for the account or benefit of, US
persons ("US Persons") as defined in Regulation S under the
Securities Act ("Regulation S"), except pursuant to an exemption
from, or in a transaction not subject to, the registration
requirements of the Securities Act. The Ordinary Shares are being
offered and sold in offshore transactions outside of the United
States to persons that are not US Persons or acting for the account
or benefit of US Persons, in reliance on Regulation S, or otherwise
in transactions that are exempt from the registration requirements
of the Securities Act and other applicable US state securities
laws.
Acquiring Ordinary Shares may expose an investor to a
significant risk of losing all of the amount invested. The value of
Ordinary Shares can decrease as well as increase. This announcement
does not constitute a recommendation concerning the Ordinary
Shares. Persons considering purchasing the Ordinary Shares should
consult an authorised person specialising in advising on such
investments.
This announcement includes statements that are, or may be deemed
to be, "forward-looking statements". These forward-looking
statements can be identified by the use of forward-looking
terminology, including the terms "believes", "estimates", "plans",
"projects", "anticipates", "expects", "intends", "may", "will", or
"should" or, in each case, their negative or other variations or
comparable terminology. These forward-looking statements include
matters that are not historical facts. They appear in a number of
places throughout this announcement and include statements
regarding the Directors' current intentions, beliefs or
expectations concerning, among other things, the Company's results
of operations, financial condition, liquidity, prospects, growth,
strategies and the Company's markets. By their nature,
forward-looking statements involve risk and uncertainty because
they relate to future events and circumstances. Actual results and
developments could differ materially from those expressed or
implied by the forward-looking statements. Forward-looking
statements may and often do differ materially from actual results.
Any forward-looking statements in this announcement are based on
certain factors and assumptions, including the Directors' current
view with respect to past or current trends, future events and are
subject to risks relating to future events and other risks,
uncertainties and assumptions relating to the Company's operations,
results of operations, growth strategy and liquidity. Whilst the
Directors consider these assumptions to be reasonable based upon
information currently available, they may prove to be incorrect.
Save as required by law or by the AIM Rules for Companies, the
Company undertakes no obligation to publicly release the results of
any revisions to any forward-looking statements in this
announcement that may occur due to any change in the Directors'
expectations or to reflect events or circumstances after the date
of this announcement.
Certain figures contained in this announcement, including
financial information, have been subject to rounding adjustments.
Accordingly, in certain instances, the sum or percentage change of
the numbers contained in this announcement may not conform exactly
to the total figure given.
Neither the content of the Company's website nor any website
accessible by hyperlinks on the Company's website is incorporated
in, or forms part of, this announcement.
Neither this announcement nor the Admission Document have been
approved by the FCA or London Stock Exchange, nor is it intended
that this announcement or the Admission Document will be so
approved.
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END
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