Beeks Financial Cloud Group PLC Result of Fundraising (2320H)

TIDMBKS

RNS Number : 2320H

Beeks Financial Cloud Group PLC

05 April 2022

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, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICES AT THE OF THIS ANNOUNCEMENT.

THIS ANNOUNCEMENT DOES NOT CONSTITUTE A PROSPECTUS OR OFFERING MEMORANDUM OR AN OFFER IN RESPECT OF ANY SECURITIES AND IS NOT INTED TO PROVIDE THE BASIS FOR ANY INVESTMENT DECISION IN RESPECT OF BEEKS FINANCIAL CLOUD GROUP PLC OR OTHER EVALUATION OF ANY SECURITIES OF BEEKS FINANCIAL CLOUD GROUP PLC OR ANY OTHER ENTITY AND SHOULD NOT BE CONSIDERED AS A RECOMMATION THAT ANY INVESTOR SHOULD SUBSCRIBE FOR OR PURCHASE ANY SUCH SECURITIES. THIS ANNOUNCEMENT 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 OF BEEKS FINANCIAL CLOUD GROUP PLC IN ANY JURISDICTION IN WHICH ANY SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE UK VERSION OF THE MARKET ABUSE REGULATION (EU NO. 596/2014) AS IT FORMS PART OF UNITED KINGDOM DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("MAR").

Beeks Financial Cloud Group plc

("Beeks", the "Group" or the "Company")

Result of Fundraising

5 April 2022 - Beeks Financial Cloud Group plc (AIM: BKS), a cloud computing and connectivity provider for financial markets, is pleased to announce the successful completion of the Placing announced yesterday (the "Placing Announcement").

The Company has raised total gross proceeds of approximately GBP15 million at a price of 165 pence per Ordinary Share (the "Issue Price") through the aggregate issuance of 9,090,910 New Ordinary Shares, comprising 8,787,879 Placing Shares and 303,031 PrimaryBid Shares. In addition, the Vendor has sold 1,696,970 Sale Shares at the same Issue Price to raise gross sale proceeds of approximately GBP2.8 million.

The Fundraising was significantly oversubscribed.

Completion of the Fundraising is conditional, inter alia, upon the passing of the Resolutions by Shareholders to authorise the issue of the New Ordinary Shares at the General Meeting expected to be held at 11:00a.m. on 22 April 2022.

A Circular containing further details of the Fundraising including a formal Notice convening the General Meeting is expected to be despatched to Shareholders on or around 6 April 2022 and will thereafter be available on the Company's website at www.beeksgroup.com/investor-relations/documents/.

Canaccord Genuity acted as nominated adviser and sole bookrunner in connection with the Placing.

Gordon McArthur, Beeks CEO, commented:

"We would like to thank all new and existing investors who have participated in the fundraising for their support. With financial services organisations accelerating their cloud transition strategies, we see a huge opportunity ahead for our Private Cloud, Proximity Cloud and Exchange Cloud offerings, and are focused on the conversion of our record sales pipeline and execution of our product roadmap."

Director / PDMR Shareholdings

As part of the Sale Share Placing, Canaccord Genuity placed the Sale Shares on behalf of the Vendor as follows:

 
                     Number of                         Number of           Percentage of 
                      Existing                   Ordinary Shares          Enlarged Share 
                      Ordinary      Number of         to be held    Capital on Admission 
 Director/PDMR          Shares    Sale Shares       on Admission                     (%) 
 Gordon McArthur   26,290,410*      1,696,970        24,593,440*                    37.6 
 

*Includes 740,000 Ordinary Shares held by Gordon McArthur's wife, Claire McArthur.

The notifications below, made in accordance with the requirements of the MAR, provide further detail. The remaining holding of the Vendor will be subject to a lockup for a period of 12 months following completion of the Fundraising, subject to certain customary exceptions.

Related Party Transaction

Canaccord Genuity Wealth Management (the "Related Party"), by virtue of being a substantial shareholder (as defined in the AIM Rules) is classified as a related party (as defined in the AIM Rules) of the Company. The participation by the Related Party in the Placing element of the Fundraising is considered to be a "related party transaction" under Rule 13 of the AIM Rules. The Directors consider, having consulted with the Company's nominated adviser that the terms of the participation by the Related Party in the Fundraising are fair and reasonable insofar as Shareholders are concerned.

The Fundraising and settlement

The New Ordinary Shares represent approximately 16.1 per cent. of the Existing Ordinary Shares of the Company, raising gross proceeds of approximately GBP15 million for the Company. The Issue Price represents a discount of 3.8 per cent. to the closing price of 171.5 pence per Ordinary Share on 1 April 2022, being the last practicable date prior to the publication of the Placing Announcement.

The New Ordinary Shares, when issued, will be fully paid and will rank pari passu in all respects with the Existing Ordinary Shares, including the right to receive all dividends and other distributions declared, made or paid after the date of issue.

Application will be made for the New Ordinary Shares to be admitted to trading on AIM.

Settlement for the Placing Shares and the PrimaryBid Shares and Admission are expected to take place on or before 8.00 a.m. on 25 April 2022. The New Share Placing is conditional upon, among other things, Admission becoming effective, the Placing Agreement not being terminated in accordance with its terms and the passing of the Resolutions by the Shareholders at the General Meeting expected to be held at 11:00 a.m. on 22 April 2022. The PrimaryBid Offer is conditional, among other things, on completion of the Placing having taken place in accordance with its terms. The Notice convening the General Meeting will be set out in the Circular expected to be sent to Shareholders on or around 6 April 2022.

Total voting rights

Following Admission (and assuming that no other Ordinary Shares are issued following the date of this Announcement), the Company will have a total of 65,406,764 Ordinary Shares in issue, with no Ordinary Shares held in treasury. Therefore, following Admission (and assuming that no other Ordinary Shares are issued following the date of this Announcement), this figure may be used by Shareholders as the denominator for the calculations by which they determine if they are required to notify their interest in, or a change in their interest in, the Company under the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority.

Capitalised terms used in this Announcement have the meanings given to them in the Placing Announcement, unless the context provides otherwise.

The person responsible for arranging the release of this Announcement on behalf of the Company is Fraser McDonald, a director of the Company.

For further information please contact:

 
 Beeks Financial Cloud Group plc 
 Gordon McArthur, CEO                     via Alma PR 
 Fraser McDonald, CFO 
 Canaccord Genuity - Nominated Adviser    [phone] 
  and Broker                               8000 
 Adam James / Patrick Dolaghan 
  Sam Lucas 
 Alma PR                                  [phone] 
 Caroline Forde / Hilary Buchanan 
  / Joe Pederzolli 
 

ABOUT BEEKS FINANCIAL CLOUD

Beeks Financial Cloud is a leading cloud computing, connectivity and analytics provider for financial services. Our cloud-based Infrastructure-as-a-Service (IaaS) model allows financial organisations the flexibility and agility to deploy and connect to a variety of exchanges, trading venues and cloud service providers at a fraction of the cost of building their own networks and infrastructure. Based in the UK with an international network of 22 datacentres, Beeks supports its global customers at scale in the leading financial centres.

For more information, visit: www.beeksfinancialcloud.com

This Announcement should be read in its entirety. In particular, you should read and understand the information provided in the "Important Notices" section of this Announcement.

IMPORTANT NOTICES

This Announcement may contain, or may be deemed to contain, "forward-looking statements" with respect to certain of the Company's plans and its current goals and expectations relating to its future financial condition, performance, strategic initiatives, objectives and results. Forward-looking statements sometimes use words such as "aim", "anticipate", "target", "expect", "estimate", "intend", "plan", "goal", "believe", "seek", "may", "could", "outlook" or other words of similar meaning. By their nature, all forward-looking statements involve risk and uncertainty because they relate to future events and circumstances which are beyond the control of the Company, including amongst other things, United Kingdom domestic and global economic business conditions, market-related risks such as fluctuations in interest rates and exchange rates, the policies and actions of governmental and regulatory authorities, the effect of competition, inflation, deflation, the timing effect and other uncertainties of future acquisitions or combinations within relevant industries, the effect of tax and other legislation and other regulations in the jurisdictions in which the Company and its affiliates operate, the effect of volatility in the equity, capital and credit markets on the Company's profitability and ability to access capital and credit, a decline in the Company's credit ratings, the effect of operational risks, and the loss of key personnel. As a result, the actual future

financial condition, performance and results of the Company may differ materially from the plans, goals and expectations set forth in any forward-looking statements. Any forward-looking statements made in this Announcement by or on behalf of the Company speak only as of the date they are made. Except as required by applicable law or regulation, the Company expressly disclaims any obligation or undertaking to publish any updates or revisions to any forward-looking statements contained in this Announcement to reflect any changes in the Company's expectations with regard thereto or any changes in events, conditions or circumstances on which any such statement is based.

No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Canaccord Genuity or any of its respective affiliates, agents, directors, officers, consultants, partners or employees as to, or in relation to, the accuracy or completeness of this Announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefor is expressly disclaimed.

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

 
 1     Details of the person discharging managerial responsibilities 
        / person closely associated 
 a)    Name                                      Gordon McArthur 
      ----------------------------------------  --------------------------------- 
 2     Reason for the notification 
      --------------------------------------------------------------------------- 
 a)    Position/status                           Chief Executive Officer 
      ----------------------------------------  --------------------------------- 
 b)    Initial notification/Amendment            Initial Notification 
      ----------------------------------------  --------------------------------- 
 3     Details of the issuer, emission allowance market participant, 
        auction platform, auctioneer or auction monitor 
      --------------------------------------------------------------------------- 
 a)    Name                                      Beeks Financial Cloud Group 
                                                  plc 
      ----------------------------------------  --------------------------------- 
 b)    LEI                                       13800XD729OTYVOMR79 
      ----------------------------------------  --------------------------------- 
 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 financial              Ordinary shares of 1.25p each 
        instrument, type of instrument 
      ----------------------------------------  --------------------------------- 
       Identification code                       ISIN: GB00BZ0X8W18 
      ----------------------------------------  --------------------------------- 
 b)    Nature of the transaction                 Sale of Ordinary Shares 
      ----------------------------------------  --------------------------------- 
 c)    Price(s) and volumes(s)                   Price(s)           Volume(s) 
      ----------------------------------------  -----------------  -------------- 
   165 pence                                                        1,696,970 
  ---------------------------------------------------------------  -------------- 
 d)    Aggregated information                    N/A (single transaction) 
      ----------------------------------------  --------------------------------- 
  Aggregated volume                         N/A (single transaction) 
 ----------------------------------------  -------------------------------------- 
  Price                                     N/A (single transaction) 
 ----------------------------------------  -------------------------------------- 
 e)    Date of the transaction                   5 April 2022 
      ----------------------------------------  --------------------------------- 
 f)    Place of the transaction                  Outside of a trading venue 
      ----------------------------------------  --------------------------------- 
 

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April 05, 2022 02:00 ET (06:00 GMT)