TIDM8PG
RNS Number : 1257L
Eight Peaks Group PLC
20 December 2018
20 December 2018
Eight Peaks Group PLC
("8PG" or the "Company")
Placing Raises GBP610,000
Proposed director' subscription for an additional GBP170,000
Eight Peaks Group PLC announces that it has raised GBP610,000 by
way of a placing of 6,100,000 new ordinary shares of 0.1 pence each
("Ordinary Shares") to new and existing shareholders at a price of
10 pence per new Ordinary Share (the "Placing"). The closing price
of Ordinary Shares on 19 December 2018 was 9.25 pence.
In addition, Zafar Karim, Executive Chairman of the Company, and
Lord Nicholas Monson, Non-Executive Director of the Company,
respectively, are shortly expected to subscribe for 1,700,000
Ordinary Shares to raise a further GBP170,000 on the same
terms.
8PG will use the proceeds primarily to make further investments
and for general working capital purposes. Initially, 8PG intends to
use the funds to make a further investment in its largest
investment, Virtualstock Holdings Limited, by way of a convertible
loan with conversion rights and attached warrants.
Zafar Karim, Executive Chairman of Legendary, said:
"We are pleased with the fundraising and welcome our new
shareholders to the register.
"Our confidence in the business is underlined by the intention
of both Lord Monson and me to subscribe for a total of 1,700,000
shares in this Fundraising. This will take Lord Monson's and my
stakes to 4.0% and 7.9%, respectively.
"We look forward to reporting on developments in due
course."
Details of the Director Subscription and Related Party
Transaction
Zafar Karim, Executive Chairman of the Company, and Lord
Nicholas Monson, Non-Executive Director, intend, within a few days
following this announcement, to subscribe for a total of 1,700,000
new Ordinary Shares at a price of 10 pence per share ("Director
Subscription"). Following this, Zafar Karim and Lord Nicholas
Monson, will have beneficial interests in 1,412,861 and 720,000
Ordinary Shares, respectively, representing approximately 7.9% and
4.0%, respectively, of the enlarged Ordinary Share capital of the
Company following the Placing and the proposed directors'
subscription. Zafar Karim and Lord Nicholas Monson also hold
837,773 and 265,118 options, respectively, with an exercise price
of 75.4 pence per Ordinary Share
Zafar Karim and Lord Nicholas Monson are related parties to 8PG,
as defined in the AIM Rules for Companies and the Director
Subscription is a related party transaction for the purposes of
Rule 13 of the AIM Rules ("Related Party Transaction").
Thomas Reuner, being the Independent Director for the purposes
of the Related Party Transaction, considers, having consulted with
the Company's nominated adviser, Grant Thornton UK LLP, that the
terms and conditions of the Director Subscription are fair and
reasonable insofar as the shareholders of the Company are
concerned.
Details of the Fundraising
Completion of the Placing is conditional, inter alia, upon
admission of the new Ordinary Shares to trading on AIM
("Admission").
Settlement and Dealings
Application has been made for the 6,100,000 new Ordinary Shares
to be issued under the Placing, which will rank pari passu with the
existing Ordinary Shares in the Company, to be admitted to trading
on AIM. It is expected that Admission will become effective and
dealings will commence on or around 8:00a.m. on or around 31
December 2018. A further application will be made for the admission
of the directors' subscription shares on completion of the
subscription.
Total Voting Rights
Following the Placing
Following the issue of the new Ordinary Shares under the
Placing, the issued share capital of the Company will consist of
16,288,255 Ordinary Shares. No shares are held in treasury at the
date of this announcement. The total current voting rights in the
Company is therefore 16,288,255.
This figure of 16,288,255 Ordinary Shares may be used by
shareholders in the Company as the denominator for the calculations
by which they will determine if they are required to notify their
interest in, or a change in their interest in, the share capital of
the Company under the FCA's Disclosure Guidance and Transparency
Rules.
Following the proposed directors' subscription
On completion of the proposed directors' subscription, the
issued share capital of the Company would consist of 17,988,255
Ordinary Shares. No shares are held in treasury at the date of this
announcement. The total current voting rights in the Company would
therefore be 17,988,255.
This figure of 17,988,255 Ordinary Shares may be used by
shareholders in the Company as the denominator for the calculations
by which they will determine if they are required to notify their
interest in, or a change in their interest in, the share capital of
the Company under the FCA's Disclosure Guidance and Transparency
Rules.
- ENDS -
Zafar Karim / Thomas
Eight Peaks Group PLC Reuner 0207 583 8304
Nominated Adviser
Grant Thornton UK LLP Colin Aaronson / Harrison
Broker Clarke/ Seamus Fricker 020 7383 5100
S.P. Angel Corporate Finance
LLP Richard Morrison 020 3470 0470
The information communicated within this announcement is deemed
to constitute inside information as stipulated under the Market
Abuse Regulations (EU) No. 596/2014. Upon the publication of this
announcement, this inside information is now considered to be in
the public domain.
About Eight Peaks Group PLC
Eight Peaks Group PLC focuses on assisting companies and making
investments which exhibit the potential to generate returns of many
multiples through capital appreciation. Typically, Eight Peaks
takes stakes in small companies where there are clear catalysts for
value appreciation and the companies are operating in sectors
exhibiting long term growth. Examples of such sectors include
technology, energy and natural resources.
www.8pg.co
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END
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December 20, 2018 06:00 ET (11:00 GMT)
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