£6.8 million Equity Placing at 40 pence per share with Warrants
08 January 2020
Asimilar Group Plc, the AIM quoted investment company focused on technology opportunities in the fields of big data, machine learning, telematics and the Internet of Things (IoT), is pleased to announce that it has raised £6.8 million (gross) of new equity by way of a placing (the "Placing") of 17,000,000 new Ordinary Shares in the Company (the "Placing Shares") at a price of 40 pence per Ordinary Share with existing and new investors.
A warrant will be issued for every Placing Share subscribed for as part of the Placing exercisable at 130 pence per Ordinary Share from the date of issue up to 31 December 2021 ("Warrant"), with an accelerated exercise provision in the event that the mid-market price for Asimilar's Ordinary Shares reaches 280 pence per Ordinary Share for 5 consecutive business days. The Warrants will be required to be exercised within 21 calendar days of such an event or otherwise will lapse. Exercise of all the Warrants in the Company issued as part of the Placing would raise a further £22.1 million for the Company.
Investors that have committed to subscribe for Placing Shares include Nigel Wray and Chris Akers.
The proceeds of the Placing (after expenses) will be used, in conjunction with the funds currently held by Asimilar, to pursue the Company's investing policy of focusing on technology opportunities in the fields of big data, machine learning, telematics and the internet of things. The Company is currently actively considering a number of potential investment opportunities some of which may, or may not, lead to a reverse takeover at some time in the future.
Following completion of the Placing, Asimilar expects to have net cash available for investment of approximately £9.3 million.
The Placing will complete in 2 tranches, the first of which will complete on or around Friday 24 January 2020 and the second will complete on or around 13 March 2020.
The £4,000,000 subscription monies payable for 10,000,000 of the Placing Shares ("Tranche 1 Placing Shares") are payable on 24 January 2020. Application will be made to the London Stock Exchange for the Tranche 1 Placing Shares to be admitted to trading on AIM ("Admission") and it is expected that Admission of the Tranche 1 Placing Shares will become effective on or around 24 January 2020.
The £2,800,000 subscription monies payable for 7,000,000 of the Placing Shares ("Tranche 2 Placing Shares") are payable on 13 March 2020. Application will be made for admission of the Tranche 2 Placing Shares and it is expected that admission of the Tranche 2 Placing Shares will become effective on or around 13 March 2020.
All the Placing Shares will rank pari passu with the Company's existing Ordinary Shares in all respects.
Total Voting Rights
The current issued share capital of the Company is 82,132,276 Ordinary Shares, each with voting rights. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company, under the Disclosure and Transparency Rules.
Following the admission of the 11,562,500 Ordinary Shares issued pursuant to the placing announced on 18 December 2019 on or around 20 January 2020, the total issued share capital of the Company will be 93,694,776 Ordinary Shares, each with voting rights.
Following the admission of the 10,000,000 Tranche 1 Placing Shares on or around 24 January 2020, the total issued share capital of the Company will be 103,694,776 Ordinary Shares, each with voting rights.
Following the admission of the 7,000,000 Tranche 2 Placing Shares on or around 13 March 2020, the total issued share capital of the Company is expected to be 110,694,776 Ordinary Shares, each with voting rights.
As part of the Placing, Nigel Wray, who currently holds 12.19% of the issued share capital in the Company, has subscribed for 1,875,000 Ordinary Shares. Following admission of the Tranche 1 Placing Shares, he will hold approximately 11.5% of the issued share capital. Nigel Wray's participation in the Placing is considered to be a related party transaction under the AIM Rules for Companies. The Directors, having consulted with the Company's Nominated Adviser, consider that the terms of the participation of Mr Wray in the Placing are fair and reasonable insofar as the Company's shareholders are concerned.
Following the change of name announced on 23 December 2019, the Company's website address has been changed to www.asimilargroup.com.
John Taylor, Chairman of the Company said:
"We are excited by this premium equity placing which facilitates considerably greater capital flexibility for Asimilar to pursue a select number of potentially bold and transformative investment options. We look forward to keeping shareholders updated on our progress over the coming period".
This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.
|Asimilar Group plc|
|John Taylor, Non-Executive Chairman||via Wallbrook|
|Cairn Financial Advisers LLP|
|Sandy Jamieson, Liam Murray||Tel: +44 20 7213 0880|
|Peterhouse Capital Limited|
|Duncan Vasey / Lucy Williams||Tel: + 44 20 7220 9797|
|Walbrook PR Ltd||Tel: +44 20 7933 8787|
|Paul McManus||Mob: +44 7980 541 893|
|Nick Rome||Mob: +44 7748 325 236|