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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Applied Graphene Materials Plc | LSE:AGM | London | Ordinary Share | GB00BFSSB742 | ORD 2P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 5.25 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
TIDMAGM
RNS Number : 2500T
Applied Graphene Materials PLC
10 October 2017
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, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA, THE REPUBLIC OF IRELAND, NEW ZEALAND 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, RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN APPLIED GRAPHENE MATERIALS PLC OR ANY OTHER ENTITY IN ANY JURISDICTION. NEITHER THIS ANNOUNCEMENT NOR THE FACT OF ITS DISTRIBUTION, SHALL FORM THE BASIS OF, OR BE RELIED ON IN CONNECTION WITH ANY INVESTMENT DECISION IN RESPECT OF APPLIED GRAPHENE MATERIALS PLC.
Applied Graphene Materials plc
("Applied Graphene Materials" or the "Company")
Further Details on the Fundraising and Participation of Directors and Substantial Shareholders in the Placing
The Company confirms that further to the announcements made earlier today, a total of 25,000,000 Placing Shares have been conditionally placed at a price of 36 pence per Placing Share, raising proceeds of GBP9 million (before expenses).
The Company announces that as part of the Placing, IP2IPO Limited ("IP2IPO"), which is a subsidiary of IP Group plc, Insight Investment Management and the Directors have subscribed for Placing Shares, as detailed further below.
Save as otherwise defined, capitalised terms used in this announcement have the meanings given to them in the announcement released by the Company this morning entitled 'Proposed Placing by Accelerated Bookbuild'.
Directors' Participation
The table below sets out the Directors' participation in the Placing.
Director Existing shareholding Placing shares Shareholding on Admission Dr. Bryan Crawford Dobson 123,205 11,111 134,316 Jonathan Peter Mabbitt 121,735 2,778 124,513 Gareth Jones 14,500 11,111 25,611 Professor Karl Stuart Coleman 1,724,126 55,556 1,779,682 Michael Sean Christie 7,619 27,778 35,397 Michael Townend 7,619 15,000 22,619
Related Party Transactions
IP2IPO is a related party of the Company for the purposes of the AIM Rules as it holds greater than 10 per cent. of the Existing Ordinary Shares. It is intended that IP2IPO will participate in the Placing in respect of 2,777,778 New Ordinary Shares and such participation represents a related party transaction pursuant to Rule 13 of the AIM Rules.
Insight Investment Management is a related party of the Company for the purposes of the AIM Rules as it holds greater than 10 per cent. of the Existing Ordinary Shares. It is intended that Insight Investment Management will participate in the Placing in respect of 3,140,000 New Ordinary Shares and such participation represents a related party transaction pursuant to Rule 13 of the AIM Rules.
The Directors, apart from Mike Townend, who is not regarded as independent in respect of the investment by IP2IPO due to his directorships of IP2IPO and IP Group, having consulted with the Company's Nominated Adviser, N+1 Singer, consider that the terms of the related party transactions are fair and reasonable insofar as the Shareholders are concerned.
Open Offer
The Company also confirms that Qualifying Shareholders will be given the opportunity to subscribe for New Ordinary Shares, at the Issue Price, through an open offer to raise up to GBP1 million, on the basis of 1 Open Offer Share for every 8 Existing Ordinary Shares held on the Record Date.
General Meeting
The proposed Fundraising is subject to, inter alia, the passing of the Resolutions for which Shareholder approval will be sought at the General Meeting, which is expected to be convened shortly by the posting to Shareholders of the Circular. The Circular will set out the reasons for, and provide further information on, the Fundraising, to explain why the Board considers the Fundraising to be in the best interests of the Company and its Shareholders as a whole and why the Directors unanimously recommend that Shareholders vote in favour of the Resolutions.
Expected timetable
The expected timetable for the Fundraising is set out below:
Announcement of Fundraising 10 October 2017 ------------------------------------- -------------------- Record Date for entitlements Close of business under the Open Offer on 11 October 2017 ------------------------------------- -------------------- Posting of this document, 12 October 2017 the Form of Proxy and, to Qualifying Non-CREST Shareholders only, the Application Form ------------------------------------- -------------------- Ex-entitlement date for the 12 October 2017 Open Offer ------------------------------------- -------------------- Basic Entitlements and Excess 13 October 2017 Entitlements credited to stock accounts of Qualifying CREST Shareholders ------------------------------------- -------------------- Recommended latest time for 4.30 p.m. on 23 requesting withdrawal of October 2017 Basic Entitlements and Excess Entitlements from CREST ------------------------------------- -------------------- Latest time and date for 3.00 p.m. on 24 depositing Basic Entitlements October 2017 and Excess Entitlements into CREST ------------------------------------- -------------------- Latest time and date for 3.00 p.m. on 25 splitting of Application October 2017 Forms (to satisfy bona fide market claims only) ------------------------------------- -------------------- Latest time and date for 11.00 a.m. on 26 receipt of Forms of Proxy October 2017 or electronic proxy appointments for use at the General Meeting and Open Offer ------------------------------------- -------------------- Latest time and date for 11.00 a.m. on 27 receipt of completed Application October 2017 Forms from Qualifying Non-CREST Shareholders and payment in full under the Open Offer or settlement of relevant CREST instructions (as appropriate) ------------------------------------- -------------------- General Meeting 11.00 a.m. on 30 October 2017 ------------------------------------- -------------------- Announcement of the results 30 October 2017 of the General Meeting and Open Offer ------------------------------------- -------------------- Admission and commencement 8.00 a.m. on 31 of dealings in New Ordinary October 2017 Shares ------------------------------------- -------------------- CREST Members' accounts credited 31 October 2017 in respect of New Ordinary Shares in uncertificated form ------------------------------------- -------------------- Expected despatch of definitive 7 November 2017 share certificates for New Ordinary Shares in certificated form ------------------------------------- --------------------
The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014.
Enquiries:
Applied Graphene Materials Tel: +44 (0)1642 438 214 Jon Mabbitt, Chief Executive Officer Gareth Jones, Chief Financial Officer N + 1 Singer - Nominated Tel: +44 (0)20 7496 3000 Adviser Richard Lindley Nick Owen James White George Tzimas
This information is provided by RNS
The company news service from the London Stock Exchange
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October 10, 2017 13:16 ET (17:16 GMT)
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