TIDMTMT
RNS Number : 8046N
TMT Investments PLC
01 October 2021
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN (THIS
"ANNOUNCEMENT") IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION
OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN,
INTO OR FROM AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF
SOUTH AFRICA OR THE UNITED STATES OR ANY OTHER JURISDICTION IN
WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT
CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMATION,
OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE
OR DISPOSE OF ANY SECURITIES IN TMT INVESTMENTS PLC OR ANY OTHER
ENTITY IN ANY JURISDICTION.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.
For immediate release
1 October 2021
TMT INVESTMENTS PLC
Placing and Subscription to raise gross proceeds of US$18.5
million
and
Proposed PrimaryBid Offer
TMT Investments Plc (AIM: TMT) ("TMT" or the "Company"), the
venture capital company investing in high-growth, technology
companies across a number of core specialist sectors, is pleased to
announce a conditional capital raising to raise US$18.5 million
before expenses (the "Capital Raising") by way of the issue of an
aggregate of 2,176,471 new ordinary shares of no par value in the
Company ("Ordinary Shares") at an issue price of US$8.50 per share
(the "Issue Price").
The Capital Raising consists of a conditional placing of
1,577,672 new Ordinary Shares (the "Placing Shares") at the Issue
Price with new and existing institutional investors (the "Placing")
and separate conditional direct subscriptions with the Company for
an aggregate of 598,799 new Ordinary Shares (the "Subscription
Shares" and together with the Placing Shares, the "New Ordinary
Shares") by Executive Director Alexander Selegenev and certain
members of the Company's founding management team and their
connected parties (the "Subscription").
The New Ordinary Shares will rank pari passu with the existing
Ordinary Shares in issue and application has been made for the New
Ordinary Shares to be admitted to trading on the AIM Market of the
London Stock Exchange ("Admission"). Admission is expected to
occur, and dealings in the New Ordinary Shares commence, on or
around 8.00 a.m. on 7 October 2021.
Furthermore, in addition to the Capital Raising, the Company is
to provide other investors who may not have taken part in the
Capital Raising with the opportunity to participate in the issue by
the Company of new Ordinary Shares at the Issue Price via
PrimaryBid (the "PrimaryBid Offer"). A separate announcement is
expected to be made by the Company shortly following this
Announcement regarding the PrimaryBid Offer and its terms.
Capital Raising Highlights:
-- Conditional Capital Raising to raise US$18.5 million through
the issue of 2,176,471 New Ordinary Shares at the Issue Price of
US$8.50 per share.
-- Alexander Selegenev, an Executive Director of the Company,
and certain members of the Company's founding management and their
connected persons have conditionally subscribed for, in aggregate,
US$5.1 million pursuant to the Subscription.
-- The net proceeds of the Capital Raising will be deployed by
the Company towards its pipeline of new and potential follow-on
investments in accordance with its stated investment policy.
-- PrimaryBid Offer to provide investors who may not have taken
part in the Capital Raising with the opportunity to participate in
the issue by the Company in new Ordinary Shares at the Issue Price
pursuant to the PrimaryBid Offer, which shall remain open until 12
noon on 4 October 2021. The Capital Raising is not conditional upon
the PrimaryBid Offer.
-- The Issue Price equates to a 7.6 per cent. discount to the
closing middle market price per Ordinary Share of US$9.20 on 30
September 2021 (being the latest practicable date prior to the
publication of this Announcement) and a premium of 13.5 per cent.
to the Company's unaudited net asset value per share of US$7.49 as
at 30 June 2021.
-- Cenkos Securities plc ("Cenkos") acted as Lead Broker and
Bookrunner and Hybridan LLP ("Hybridan" and together with Cenkos,
the "Joint Brokers") acted as Joint Broker, in respect of the
Placing.
-- The New Ordinary Shares will represent 6.9 per cent. of the
Company's issued share capital as enlarged by the Capital Raising
(the "Enlarged Share Capital").
Total Voting Rights
Following Admission, assuming no further shares are issued
pursuant to the PrimaryBid Offer, the Company's Enlarged Share
Capital will comprise 31,362,302 Ordinary Shares, with voting
rights. The Company does not hold any Ordinary Shares in treasury.
Accordingly, on Admission, assuming no further shares are issued
pursuant to the PrimaryBid Offer, the total number of Ordinary
Shares in the Company with voting rights will be 31,362,302
Ordinary Shares and shareholders may use this figure as the
denominator for the calculations by which they will determine if
they are required to notify their interest in, or change to their
interest in, the share capital of the Company under the Financial
Conduct Authority's Disclosure Guidance and Transparency Rules.
Alexander Selegenev, Executive Director of TMT, commented :
"I am delighted with the continued support we have received from
our existing shareholders and to welcome our new shareholders who
have demonstrated their belief in our investment strategy. With the
proceeds of this fundraising, completed at a premium to the
Company's most recently reported NAV, we look forward to continuing
our investment programme through the pursuit of exciting new
companies and further investment into our strong existing portfolio
as and when funding opportunities arise."
For further information contact :
TMT Investments Plc +44 (0)1534 281 800
Alexander Selegenev (Computershare - Company Secretary)
Executive Director
www.tmtinvestments.com alexander.selegenev@tmtinvestments.com
Strand Hanson Limited (Nominated
Adviser)
James Bellman / James Dance +44 (0)20 7409 3494
Cenkos Securities plc (Lead Broker
and Bookrunner)
Ben Jeynes / George Lawson - Corporate
Finance
Michael Johnson - Sales +44 (0)20 7397 8900
Hybridan LLP (Joint Broker)
Claire Louise Noyce
Niall Pearson - Sales +44 (0)20 3764 2341
Kinlan Communications +44 (0)20 7638 3435
David Hothersall davidh@kinlan.net
The information contained within this Announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulation (EU) No. 596/2014 (as it forms part of
UK domestic law by virtue of the European Union (Withdrawal) Act
2018). Upon the publication of this Announcement via a Regulatory
Information Service, this inside information is now considered to
be in the public domain.
The person responsible for arranging the release of this
Announcement on behalf of the Company is Alexander Selegenev, a
director of the Company.
About TMT Investments Plc
TMT Investments Plc invests in high-growth technology companies
across a number of core specialist sectors and has a significant
number of Silicon Valley investments in its portfolio. Founded in
2010, TMT has a current investment portfolio of over 45 companies
and unaudited net assets of US$218 million as at 30 June 2021. The
Company's objective is to generate an attractive rate of return for
shareholders, predominantly through capital appreciation. The
Company is traded on the AIM market of the London Stock Exchange.
www.tmtinvestments.com .
BACKGROUND TO AND REASONS FOR THE CAPITAL RAISING
As announced by the Company on 18 August 2021, the Company saw
further positive progress across its portfolio during the six
months to 30 June 2021. In addition to a number of existing
portfolio companies raising additional equity capital at higher
valuations during the period, further validating their business
models, TMT made a total of 13 new investments (US$14.1 million) in
new and existing portfolio companies in the first half of the
year.
Since 30 June 2021, the Company has made a further 12
investments (totalling US$13.0 million) in new and existing
companies and the Company had unaudited cash reserves of US$11.2
million as at 16 September 2021.
As a leading AIM-quoted venture capital company investing in
high-growth private companies in the technology sector, the Company
continues to grow a pipeline of attractive potential investment
opportunities and the net proceeds of the Capital Raising of
approximately US$17.8 million, together with any additional
proceeds raised pursuant to the PrimaryBid Offer, will provide the
Company with additional cash resources to continue the Company's
investment programme.
DETAILS OF THE PLACING AGREEMENT
The Capital Raising is conditional, inter alia, upon the placing
agreement (the "Placing Agreement") entered into between the
Company and the Joint Brokers becoming unconditional in all
respects.
Pursuant to the terms of the Placing Agreement, Cenkos and
Hybridan have conditionally agreed to use their respective
reasonable endeavours, as agents for the Company, to place the
Placing Shares at the Issue Price with certain institutional and
other investors. The Placing has not been underwritten. The Placing
Agreement is conditional upon, inter alia Admission becoming
effective by not later than 8.00 a.m. on 7 October 2021 (or such
later date as is agreed between the Company, Cenkos and Hybridan,
being not later than 8.00 a.m. on 31 October 2021).
The Placing Agreement contains warranties from the Company in
favour of the Joint Brokers in relation to, inter alia, the
accuracy of the information in this Announcement and other matters
relating to the Company and its business. In addition, the Company
has agreed to indemnify the Joint Brokers in relation to certain
liabilities they may incur in respect of the Placing. The Joint
Brokers have the right to terminate the Placing Agreement in
certain circumstances prior to Admission, in particular, in the
event of a breach of the warranties given to the Joint Brokers in
the Placing Agreement, the failure of the Company to comply with
its obligations under the Placing Agreement, the occurrence of a
force majeure event or a material adverse change affecting the
condition, or the earnings, management business, affairs, solvency
or prospects of the Company as a whole.
DETAILS OF THE SUBSCRIPTION AND CONCERT PARTY HOLDINGS
The Subscription
The following shareholders have conditionally agreed to
subscribe for Subscription Shares at the Issue Price pursuant to
the Subscription in the following amounts:
Shareholder Number of Subscription Shares subscribed for
Macmillan Trading Company Limited (1) 158,373
---------------------------------------------
Alexander Selegenev (2) 23,612
---------------------------------------------
Artemii Iniutin 138,938
---------------------------------------------
German Kaplun 138,938
---------------------------------------------
Alexander Morgulchik 138,938
---------------------------------------------
Notes:
1. Macmillan Trading Company Limited is an entity in which
Alexander Morgulchik (45.05%), German Kaplun (29.98%) and Artemii
Iniutin (17.78%) each have beneficial interests. Details of the
resultant beneficial interests of Messrs Morgulchik, Kaplun and
Iniutin are set out below.
2. Alexander Selegnev's resultant holding following the issue of
the Subscription Shares will be 62,812 Ordinary Shares,
representing 0.2 per cent. of the Enlarged Share Capital.
Related Party Transactions
Alexander Selegenev is a Director of the Company, and Macmillan
Trading Company Limited ("Macmillan"), Artemii Iniutin, German
Kaplun and Alexander Morgulchik are substantial shareholders in the
Company with beneficial interests of more than 10 per cent. in the
share capital of the Company. Accordingly, Macmillan and Messrs
Selegenev, Iniutin, Kaplun and Morgulchik are deemed to be related
parties of the Company pursuant to the AIM Rules for Companies and
their respective participations in the Subscription constitute a
related party transaction for the purposes of Rule 13 of the AIM
Rules for Companies.
The independent directors of the Company for the purposes of the
Subscription, being Yuri Mostovoy, James Mullins and Petr Lanin,
consider, having consulted with Strand Hanson Limited, the
Company's nominated adviser, that the terms of the Subscription are
fair and reasonable insofar as the Company's shareholders are
concerned.
Concert Party Holdings
On Admission, assuming no further Ordinary Shares are issued
pursuant to the PrimaryBid Offer , the shareholdings in the Company
of the members of the concert party which currently exists in the
Company (the "Concert Party"), as defined in the City Code on
Takeovers and Mergers (the "Code"), will be as follows (based on
the latest information available to the Company and assuming no
other changes in the shareholdings of the members of the Concert
Party):
Shareholder (legal holder) Beneficial holder No. of Ordinary Shares % of issued share capital
(if different to legal holder)
Alexander Morgulchik 45.05%,
German Kaplun 29.28%, Artemii
Iniutin 17.78%, Nelli
Macmillan Trading Company Morgulchik
Limited 7.88% 6,975,436 22.24%
------------------------------- ----------------------- --------------------------
Wissey Trade & Invest Ltd Andrey Kareev 5,000,000 15.94%
------------------------------- ----------------------- --------------------------
Ramify Consulting Corp. German Kaplun 4,728,576 15.08%
------------------------------- ----------------------- --------------------------
Merit Systems Inc. Artemii Iniutin 2,054,865 6.55%
------------------------------- ----------------------- --------------------------
Eclectic Capital Limited Nika Kirpichenko 1,800,000 5.74%
------------------------------- ----------------------- --------------------------
Menostar Holdings Limited Dmitry Kirpichenko 1,790,000 5.71%
------------------------------- ----------------------- --------------------------
Natalia Inyutina (Adult
daughter of Artemii Iniutin) - 727,156 2.32%
------------------------------- ----------------------- --------------------------
Artemii Iniutin - 380,877 1.21%
------------------------------- ----------------------- --------------------------
Vlada Kaplun (Adult Daughter of
German Kaplun) - 363,578 1.16%
------------------------------- ----------------------- --------------------------
Marina Kedrova (Adult Daughter
of German Kaplun) - 363,578 1.16%
------------------------------- ----------------------- --------------------------
German Kaplun - 138,938 0.44%
------------------------------- ----------------------- --------------------------
Alexander Morqulchik - 138,938 0.44%
------------------------------- ----------------------- --------------------------
Total - 24,461,942 78.00%
------------------------------- ----------------------- --------------------------
On Admission, assuming no further Ordinary Shares are issued
pursuant to the PrimaryBid Offer , the total direct and indirect
interest in TMT by the beneficial holders within the Concert Party
will be as follows (assuming that no other changes in shareholdings
of the members of the Concert Party take place prior to
Admission):
Beneficial holder No. of Ordinary Shares % of issued share capital
German Kaplun 6,910,172 22.03%
----------------------- --------------------------
Andrey Gareev 5,000,000 15.94%
----------------------- --------------------------
Alexander Morgulchik 3,281,381 10.46%
----------------------- --------------------------
Artemii Iniutin 3,676,194 11.72%
----------------------- --------------------------
Nika Kirpichenko 1,800,000 5.74%
----------------------- --------------------------
Dmitry Kirpichenko 1,790,000 5.71%
----------------------- --------------------------
Natalia Inyutina 727,156 2.32%
----------------------- --------------------------
Nelli Morgulchik 549,883 1.75%
----------------------- --------------------------
Vlada Kaplun 363,578 1.16%
----------------------- --------------------------
Marina Kedrova 363,578 1.16%
----------------------- --------------------------
Total 24,461,942 78.00%
----------------------- --------------------------
DETAILS OF THE PRIMARYBID OFFER
The PrimaryBid Offer will allow investors to participate in the
issue by the Company in new Ordinary Shares at the Issue Price by
subscribing via PrimaryBid.com.
The PrimaryBid Offer will be conditional on the Capital Raising
becoming unconditional in all respects.
Any new Ordinary Shares to be issued pursuant to the PrimaryBid
Offer (the "PrimaryBid Offer Shares") will be free of all liens,
charges and encumbrances and will, when issued and fully paid, rank
pari passu, in all respects with the Company's existing issued
Ordinary Shares, including the right to receive dividends and other
distributions declared following Admission.
A maximum of approximately US$1.5 million will be raised
pursuant to the PrimaryBid Offer through the issue of a maximum of
176,470 PrimaryBid Offer Shares.
The PrimaryBid Offer will not be underwritten and will be closed
at 12 noon on 4 October 2021 (or earlier, subject to the terms of
the PrimaryBid Offer).
The PrimaryBid Offer will be offered under the exemptions
against the need for a prospectus allowed under the Prospectus
Regulation Rules of the Financial Conduct Authority (the
"Prospectus Regulation Rules"). As such, the Company is not
required to publish a prospectus pursuant to the Prospectus
Regulation Rules.
A further announcement will be made shortly by the Company
regarding further details of the PrimaryBid Offer and how investors
may participate.
Investors should make their own investigations into the merits
of an investment in the Company.
It should be noted that a subscription for PrimaryBid Offer
Shares and investment in the Company carries a number of risks.
Investors should consider the risk factors set out on
PrimaryBid.com before making a decision to subscribe for PrimaryBid
Offer Shares. Investors should take independent advice from a
person experienced in advising on investment in securities such as
the PrimaryBid Offer Shares if they are in any doubt.
Important notices
The distribution of this Announcement and any other
documentation associated with the Capital Raising into
jurisdictions other than the United Kingdom may be restricted by
law. Persons into whose possession these documents come should
inform themselves about and observe any such restrictions. Any
failure to comply with these restrictions may constitute a
violation of the securities laws or regulations of any such
jurisdiction. In particular, such documents should not be
distributed, forwarded to or transmitted, directly or indirectly,
in whole or in part, in, into or from the United States, Australia,
Canada, Japan or the Republic of South Africa or any other
jurisdiction where to do so may constitute a violation of the
securities laws or regulations of any such jurisdiction (each a
"Restricted Jurisdiction" ).
The New Ordinary Shares have not been and will not be registered
under the US Securities Act 1933 (as amended) (the "US Securities
Act" ) or with any securities regulatory authority of any state or
other jurisdiction of the United States and, accordingly, may not
be offered, sold, resold, taken up, transferred, delivered or
distributed, directly or indirectly, within the United States
except in reliance on an exemption from the registration
requirements of the US Securities Act and in compliance with any
applicable securities laws of any state or other jurisdiction of
the United States.
There will be no public offer of the New Ordinary Shares in the
United States. The New Ordinary Shares are being offered and sold
outside the US in reliance on Regulation S under the US Securities
Act. The New Ordinary Shares have not been approved or disapproved
by the US Securities and Exchange Commission, any state securities
commission in the US or any other US regulatory authority, nor have
any of the foregoing authorities passed upon or endorsed the merits
of the offering of the New Ordinary Shares or the accuracy or
adequacy of this Announcement. Any representation to the contrary
is a criminal offence in the US.
The New Ordinary Shares have not been and will not be registered
under the relevant laws of any state, province or territory of any
Restricted Jurisdiction and may not be offered, sold, resold, taken
up, transferred, delivered or distributed, directly or indirectly,
within any Restricted Jurisdiction except pursuant to an applicable
exemption from registration requirements. There will be no public
offer of New Ordinary Shares in Australia, Canada, Japan, or the
Republic of South Africa.
This Announcement is for information purposes only and does not
constitute or form part of any offer to issue or sell, or the
solicitation of an offer to acquire, purchase or subscribe for, any
securities in any jurisdiction and should not be relied upon in
connection with any decision to subscribe for or acquire any of the
New Ordinary Shares. In particular, this Announcement does not
constitute or form part of any offer to issue or sell, or the
solicitation of an offer to acquire, purchase or subscribe for, any
securities in the United States.
This Announcement has been issued by, and is the sole
responsibility of, the Company. No person has been authorised to
give any information or to make any representations other than
those contained in this Announcement and, if given or made, such
information or representations must not be relied on as having been
authorised by the Company or the Joint Brokers. Subject to the AIM
Rules for Companies, the issue of this Announcement shall not, in
any circumstances, create any implication that there has been no
change in the affairs of the Company since the date of this
Announcement or that the information contained in it is correct at
any subsequent date.
Cenkos, which is authorised and regulated in the United Kingdom
by the Financial Conduct Authority, is acting exclusively for the
Company and no one else in connection with the Capital Raising and
will not regard any other person (whether or not a recipient of
this Announcement) as a client in relation to the Capital Raising
and will not be responsible to anyone other than the Company for
providing the protections afforded to its clients or for providing
advice in relation to the Capital Raising or any matters referred
to in this Announcement.
Hybridan, which is authorised and regulated in the United
Kingdom by the Financial Conduct Authority, is acting exclusively
for the Company and no one else in connection with the Capital
Raising and will not regard any other person (whether or not a
recipient of this Announcement) as a client in relation to the
Capital Raising and will not be responsible to anyone other than
the Company for providing the protections afforded to its clients
or for providing advice in relation to the Capital Raising or any
matters referred to in this Announcement.
Apart from the responsibilities and liabilities, if any, which
may be imposed on the Joint Brokers by the Financial Services and
Markets Act 2000 or the regulatory regime established thereunder,
neither of the Joint Brokers accepts any responsibility whatsoever
for the contents of this Announcement, and makes no representation
or warranty, express or implied, for the contents of this
Announcement, including its accuracy, completeness or verification,
or for any other statement made or purported to be made by it, or
on its behalf, in connection with the Company or the New Ordinary
Shares or the Capital Raising, and nothing in this Announcement is
or shall be relied upon as, a promise or representation in this
respect whether as to the past or future. The Joint Brokers
accordingly disclaim to the fullest extent permitted by law all and
any liability whether arising in tort, contract or otherwise (save
as referred to above) which it might otherwise have in respect of
this Announcement or any such statement.
No statement in this Announcement is intended to be a profit
forecast or profit estimate for any period and no statement in this
Announcement should be interpreted to mean that earnings or
earnings per share of the Company for the current or future
financial years would necessarily match or exceed the historical
published earnings or earnings per share of the Company.
This Announcement may include 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 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 applicable law or by the AIM Rules for Companies, the
Company undertakes no obligation to release publicly 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.
Information to Distributors
Solely for the purposes of the product governance requirements
contained within of Chapter 3 of the FCA Handbook Production
Intervention and Product Governance Sourcebook (the "UK Product
Governance Requirements"), and disclaiming all and any liability,
whether arising in tort, contract or otherwise, which any
"manufacturer" (for the purposes of the UK Product Governance
Requirements) may otherwise have with respect thereto, the Placing
Shares have been subject to a product approval process, which has
determined that such securities are: (i) compatible with an end
target market of investors who meet the criteria of retail
investors and investors who meet the criteria of professional
clients and eligible counterparties, each as defined in paragraph 3
of the FCA Handbook Conduct of Business Sourcebook; and (ii)
eligible for distribution through all distribution channels (the
"Target Market Assessment"). Notwithstanding the Target Market
Assessment, distributors (for the purposes of UK Product Governance
Requirements) should note that: (a) the price of the Placing Shares
may decline and investors could lose all or part of their
investment; (b) the Placing Shares offer no guaranteed income and
no capital protection; and (c) an investment in the Placing Shares
is compatible only with investors who do not need a guaranteed
income or capital protection, who (either alone or in conjunction
with an appropriate financial or other adviser) are capable of
evaluating the merits and risks of such an investment and who have
sufficient resources to be able to bear any losses that may result
therefrom. The Target Market Assessment is without prejudice to the
requirements of any contractual, legal or regulatory selling
restrictions in relation to the Placing. Furthermore, it is noted
that, notwithstanding the Target Market Assessment, the Joint
Brokers will only procure investors who meet the criteria of
professional clients and eligible counterparties.
For the avoidance of doubt, the Target Market Assessment does
not constitute: (a) an assessment of suitability or appropriateness
for the purposes of Chapter 9A or 10A respectively of the FCA
Handbook Conduct of Business Sourcebook; or (b) a recommendation to
any investor or group of investors to invest in, or purchase, or
take any other action whatsoever with respect to the Placing
Shares.
Each distributor is responsible for undertaking its own target
market assessment in respect of the Placing Shares and determining
appropriate distribution channels.
Neither the content of the Company's website nor any website
accessible by hyperlinks to the Company's website is incorporated
in, or forms part 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
with the total figure given.
All references to time in this Announcement are to London time,
unless otherwise stated.
PDMR NOTIFICATION FORMS
1 Details of the person discharging managerial responsibilities
/ person closely associated
a) Name German Kaplun
--------------------------------- ----------------------------------------------------
2 Reason for the notification
---------------------------------------------------------------------------------------
a) Position/status PDMR (Head of Strategy)
--------------------------------- ----------------------------------------------------
b) Initial notification Initial notification
/Amendment
--------------------------------- ----------------------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
---------------------------------------------------------------------------------------
a) Name TMT Investments Plc
--------------------------------- ----------------------------------------------------
b) LEI 213800UGZLGI4R6YW964
--------------------------------- ----------------------------------------------------
4 Details of the transaction(s): section to be repeated for
(i) each type of instrument; (ii) each type of transaction;
(iii) each date; and (iv) each place where transactions have
been conducted
---------------------------------------------------------------------------------------
a) Description of the Ordinary shares of no par value each
financial instrument,
type of instrument
Identification code JE00B3RQZ289
b) Nature of the transaction a direct and indirect (via MacMillan Trading
Company Limited ("MacMillan")) participation
in a subscription for new ordinary shares
in the issuer
--------------------------------- ----------------------------------------------------
c) Price(s) and volume(s)
Price(s) Volume(s)
US$ 8.50 138,938
-------------------------------------------------------- ------------------------------
US$ 8.50 158,373 (via
MacMillan, in
which Mr Kaplun
has a 29.28%
interest)
-------------------------------------------------------- ------------------------------
d) Aggregated information
- Aggregated volume 297,311 ordinary shares
- Price US$ 8.50 per share
e) Date of the transaction 1 October 2021
--------------------------------- ----------------------------------------------------
f) Place of the transaction Outside of a trading venue
--------------------------------- ----------------------------------------------------
1 Details of the person discharging managerial responsibilities
/ person closely associated
a) Name Artemii Iniutin
-------------------------------- -----------------------------------------------
2 Reason for the notification
---------------------------------------------------------------------------------
a) Position/status PDMR (Head of Investments)
-------------------------------- -----------------------------------------------
b) Initial notification Initial notification
/Amendment
-------------------------------- -----------------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
---------------------------------------------------------------------------------
a) Name TMT Investments Plc
-------------------------------- -----------------------------------------------
b) LEI 213800UGZLGI4R6YW964
-------------------------------- -----------------------------------------------
4 Details of the transaction(s): section to be repeated for
(i) each type of instrument; (ii) each type of transaction;
(iii) each date; and (iv) each place where transactions have
been conducted
---------------------------------------------------------------------------------
a) Description of the Ordinary shares of no par value each
financial instrument,
type of instrument
Identification code JE00B3RQZ289
b) Nature of the transaction a direct and indirect (via MacMillan
Trading Company Limited ("MacMillan"))
participation in a subscription for new
ordinary shares in the issuer
-------------------------------- -----------------------------------------------
c) Price(s) and volume(s)
Price(s) Volume(s)
US$ 8.50 138,938
----------------------------------------------------- ---------------------------
US$ 8.50 158,373 (via
MacMillan, in
which Mr Iniutin
has a 17.78%
interest)
----------------------------------------------------- ---------------------------
d) Aggregated information
- Aggregated volume 297,311 ordinary shares
- Price US$ 8.50 per share
e) Date of the transaction 1 October 2021
-------------------------------- -----------------------------------------------
f) Place of the transaction Outside of a trading venue
-------------------------------- -----------------------------------------------
1 Details of the person discharging managerial responsibilities
/ person closely associated
a) Name Alexander Morgulchik
---------------------------------- ----------------------------------------------
2 Reason for the notification
----------------------------------------------------------------------------------
a) Position/status PDMR (Head of Business Development)
---------------------------------- ----------------------------------------------
b) Initial notification Initial notification
/Amendment
---------------------------------- ----------------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
----------------------------------------------------------------------------------
a) Name TMT Investments Plc
---------------------------------- ----------------------------------------------
b) LEI 213800UGZLGI4R6YW964
---------------------------------- ----------------------------------------------
4 Details of the transaction(s): section to be repeated for
(i) each type of instrument; (ii) each type of transaction;
(iii) each date; and (iv) each place where transactions
have been conducted
----------------------------------------------------------------------------------
a) Description of the Ordinary shares of no par value each
financial instrument,
type of instrument
Identification code JE00B3RQZ289
b) Nature of the transaction a direct and indirect (via MacMillan
Trading Company Limited ("MacMillan"))
participation in a subscription for
new ordinary shares in the issuer
---------------------------------- ----------------------------------------------
c) Price(s) and volume(s)
Price(s) Volume(s)
US$ 8.50 138,938
---------------------------------------------------------- -----------------------
US$ 8.50 158,373 (via
MacMillan,
in which Mr
Morgulchik
has a 45.05%
interest)
---------------------------------------------------------- -----------------------
d) Aggregated information
- Aggregated volume 297,311 ordinary shares ordinary shares
- Price US$ 8.50 per share
e) Date of the transaction 1 October 2021
---------------------------------- ----------------------------------------------
f) Place of the transaction Outside of a trading venue
---------------------------------- ----------------------------------------------
1 Details of the person discharging managerial responsibilities
/ person closely associated
a) Name Alexander Selegenev
------------------------------------- -------------------------------------------
2 Reason for the notification
----------------------------------------------------------------------------------
a) Position/status A director of the Company
------------------------------------- -------------------------------------------
b) Initial notification Initial notification
/Amendment
------------------------------------- -------------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
----------------------------------------------------------------------------------
a) Name TMT Investments Plc
------------------------------------- -------------------------------------------
b) LEI 213800UGZLGI4R6YW964
------------------------------------- -------------------------------------------
4 Details of the transaction(s): section to be repeated for
(i) each type of instrument; (ii) each type of transaction;
(iii) each date; and (iv) each place where transactions
have been conducted
----------------------------------------------------------------------------------
a) Description of the Ordinary shares of no par value each
financial instrument,
type of instrument
Identification code JE00B3RQZ289
b) Nature of the transaction Subscription for new ordinary shares
in the issuer
------------------------------------- -------------------------------------------
c) Price(s) and volume(s)
Price(s) Volume(s)
US$ 8.50 23,612
--------------------------------------------------------------- ------------------
d) Aggregated information
- Aggregated volume 23,612 ordinary shares
- Price US$ 8.50 per share
e) Date of the transaction 1 October 2021
------------------------------------- -------------------------------------------
f) Place of the transaction Outside of a trading venue
------------------------------------- -------------------------------------------
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END
IOEFLFLEITLLIIL
(END) Dow Jones Newswires
October 01, 2021 11:29 ET (15:29 GMT)
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