Medaphor Group PLC Payment of deferred consideration (1268D)
08 October 2018 - 5:00PM
UK Regulatory
TIDMMED
RNS Number : 1268D
Medaphor Group PLC
08 October 2018
8 October 2018
MedaPhor Group plc
(the "Group", or the "Company")
Payment of deferred consideration
On 6 October 2017, MedaPhor Group plc (AIM: MED), the
intelligent ultrasound software and simulation company, announced
completion of the acquisition of Intelligent Ultrasound Limited
("IUL") (the "Acquisition") pursuant to a sale and purchase
agreement (the "IUL SPA"). In accordance with the terms of the IUL
SPA, 6,175,975 new ordinary shares of 1p each in the Company
("Ordinary Shares") ("the Retention Shares") and a new warrant
certificate representing rights to subscribe for 418,897 new
Ordinary Shares ("the Retention Warrants") are being issued to the
vendors of IUL ("Vendors"). The issue of the Retention Shares and
the Retention Warrants was, under the terms of the IUL SPA,
contingent on no claim having been made by the Company for a breach
of the warranties or indemnities given by the Vendors on completion
of the Acquisition ("Completion") during the 12 month period
following Completion. The directors of the Company can confirm that
no such breaches have occurred and no such claims have been made
against the Vendors. Save for the new Ordinary Shares issuable upon
exercise of the Retention Warrants, no further new Ordinary Shares
are issuable pursuant to the IUL SPA.
Application has been made for admission of the Retention Shares
to be admitted to trading on AIM ("Admission") and it is expected
that Admission will become effective on 9 October 2018. Following
Admission, the issued ordinary share capital will consist of
96,877,418 Ordinary Shares. Therefore, the total number of voting
rights of the Company's Ordinary Shares will be 96,877,418 and 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. Following the issue of the certificate for the Retention
Warrants there are now warrant certificates in issue representing
rights to subscribe for a total of 1,256,692 new Ordinary
Shares.
Enquiries:
MedaPhor Group plc www.medaphor.com
Stuart Gall, CEO Tel: +44 (0)29 2075 6534
Cenkos Securities Tel: +44 (0)20 7397 8900
Mark Connelly / Cameron MacRitchie
(Nominated Adviser)
Michael Johnson / Julian Morse (Corporate
Broking)
Walbrook PR Tel: +44 (0)20 7933 8780 or medaphor@walbrookpr.com
Paul McManus / Anna Dunphy Mob: +44 (0)7980 541 893 / Mob: +44 (0)7876
741 001
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END
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