TIDMKMK
RNS Number : 7457Q
Kromek Group PLC
01 March 2021
THIS ANNOUNCEMENT, INLCUDING THE INFORMATION CONTAINED IN IT, IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION, DISTRIBUTION OR
FORWARDING, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO
THE UNITED STATES, AUSTRALIA, NEW ZEALAND, CANADA, THE REPUBLIC OF
SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH
PUBLICATION, RELEASE OR DISTRIBUTION WOULD BE UNLAWFUL.
FURTHER, THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND
IS NOT AN OFFER OF SECURITIES IN ANY JURISDICTION.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.
1 March 2021
Kromek Group plc
("Kromek" or the "Company")
Results of Placing and Open Offer
and Result of General Meeting
The Board of Kromek is pleased to announce that at its General
Meeting held today all of the resolutions, as set out in the
Circular dated 12 February 2021 relating to a conditional Placing
to raise GBP10.0 million and an Open Offer to raise up to an
additional GBP3.0 million, were duly passed. The Company is also
pleased to announce that it has raised GBP3.0 million via the Open
Offer and, accordingly, has raised total gross proceeds of
approximately GBP13.0 million through the Transaction.
The Open Offer closed for acceptances at 11.00 a.m. on 26
February 2021 and was oversubscribed. Valid acceptances have been
received in respect of 70,437,483 Open Offer Shares, representing
approximately 347 per cent. of the Open Offer Shares available
under the Open Offer. In accordance with the terms and conditions
of the Open Offer, all applications made pursuant to the Open Offer
(other than Excess Shares applied for under the Excess Application
Facility) have been met in full and a scaling back exercise has
been undertaken in respect of applications for Excess Shares. The
Company has therefore raised gross proceeds of approximately GBP3.0
million through the Open Offer.
As set out in the Circular dated 12 February 2021, certain
Directors of the Company indicated their intention to participate
in the Transaction. Following the completion of the Transaction and
on Admission, their interests will be as follows:
Number of Percentage
Number of Value of Ordinary of Ordinary
Ordinary Placing Number of Number of Shares held Shares held
Shares and Open Placing Directors' following following
held as a Offer Shares to Subscription the Firm the Firm
percentage intended be Shares to be Number of Placing, Placing,
Number of of the to be applied subscribed Open Offer Directors' Directors'
Ordinary Existing subscribed for in for in the Shares Subscription Subscription
Shares Ordinary for the Firm Directors' subscribed and Open and
Name Role held Shares (GBP) Placing Subscription for Offer Open Offer
Rakesh
Sharma Chairman 178,454 0.05 19,988 - 133,250 - 311,704 0.07
--------------- ---------- ----------- ----------- ---------- ------------- ----------- ------------- -------------
Arnab
Basu CEO 2,972,000 0.86 2,513 - 16,750 - 2,988,750 0.69
--------------- ---------- ----------- ----------- ---------- ------------- ----------- ------------- -------------
Paul
Farquhar CFO - - 9,975 66,500(1) - - 66,500 0.02
--------------- ---------- ----------- ----------- ---------- ------------- ----------- ------------- -------------
Lawrence Non-Executive
Kinet Director 300,000 0.09 7,500 - 50,000 - 350,000 0.08
--------------- ---------- ----------- ----------- ---------- ------------- ----------- ------------- -------------
Christopher Non-Executive
Wilks Director 175,000 0.05 442 - - 2,941 177,941 0.04
--------------- ---------- ----------- ----------- ---------- ------------- ----------- ------------- -------------
(1) Includes subscriptions by family, as defined in the AIM
rules for Companies.
Application has been made for a total of 86,954,731 new Ordinary
Shares, to be issued pursuant to the Transaction, to be admitted to
trading on AIM. It is expected that Admission and dealings in the
86,954,731 new Ordinary Shares will commence at 8.00 a.m. on 2
March 2021. Following Admission, the Enlarged Share Capital of the
Company will consist of 431,851,820 Ordinary Shares. Therefore, the
total number of voting rights in the Company is 431,851,820 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.
This announcement should be read in conjunction with the full
text of the Circular posted to Shareholders on 12 February 2021,
copies of which are available on the Company's website
www.kromek.com. The same definitions apply throughout this
announcement as are applied in the Circular.
For further information, please contact:
Kromek Group plc
Arnab Basu, CEO
Paul Farquhar, CFO +44 (0)1740 626 060
Cenkos Securities plc (Nominated Adviser
and Broker)
Max Hartley/Camilla Hume (NOMAD)
Julian Morse (Sales) +44 (0)20 7397 8900
Luther Pendragon (PR)
Harry Chathli/Claire Norbury/Joe Quinlan +44 (0)20 7618 9100
THIS ANNOUNCEMENT, INCLUDING THE INFORMATION CONTAINED IN IT, IS
RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE, FORWARDING OR
DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR
INTO THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS,
ANY STATE OF THE UNITED STATES OR THE DISTRICT OF COLUMBIA
(COLLECTIVELY, THE "UNITED STATES"), AUSTRALIA, NEW ZEALAND,
CANADA, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER
JURISDICTION IN WHICH SUCH PUBLICATION, RELEASE OR DISTRIBUTION
WOULD BE UNLAWFUL. FURTHER, THIS ANNOUNCEMENT IS FOR INFORMATION
PURPOSES ONLY AND IS NOT AN OFFER OF SECURITIES IN ANY
JURISDICTION. THIS ANNOUNCEMENT HAS NOT BEEN APPROVED BY THE LONDON
STOCK EXCHANGE, NOR IS IT INTED THAT IT WILL BE SO APPROVED.
This announcement or any part of it does not constitute or form
part of any offer to issue or sell, or the solicitation of an offer
to acquire, purchase or subscribe for, any securities in the United
States, Canada, Australia, New Zealand, the Republic of South
Africa, Japan, or any other jurisdiction in which the same would be
unlawful. No public offering of the Placing Shares is being made in
any such jurisdiction.
The securities referred to herein have not been and will not be
registered under the United States Securities Act of 1933, as
amended (the "Securities Act"), or with any securities regulatory
authority of any State or other jurisdiction of the United States,
and may not be offered, sold or transferred directly or indirectly
in or into the United States except pursuant to an exemption from,
or in a transaction not subject to, the registration requirements
of the Securities Act and in compliance with the securities laws of
any State or any other jurisdiction of the United States.
Accordingly, the Placing Shares are being offered and sold by the
Company only outside the United States in "offshore transactions"
(as such terms are defined in Regulation S under the Securities Act
("Regulation S")) pursuant to Regulation S under the Securities Act
and otherwise in accordance with applicable laws. No public
offering of securities is being made in the United States.
Certain statements contained in this announcement constitute
"forward-looking statements" with respect to the financial
condition, results of operations and businesses and plans of the
Company and its subsidiaries (the "Group"). Words such as
"believes", "anticipates", "estimates", "expects", "intends",
"plans", "aims", "potential", "will", "would", "could",
"considered", "likely", "estimate" and variations of these words
and similar future or conditional expressions, are intended to
identify forward-looking statements but are not the exclusive means
of identifying such statements. These statements and forecasts
involve risk and uncertainty because they relate to events and
depend upon future circumstances that have not occurred. There are
a number of factors that could cause actual results or developments
to differ materially from those expressed or implied by these
forward-looking statements and forecasts. As a result, the Group's
actual financial condition, results of operations and business and
plans may differ materially from the plans, goals and expectations
expressed or implied by these forward-looking statements. No
representation or warranty is made as to the achievement or
reasonableness of, and no reliance should be placed on, such
forward-looking statements. No statement in this announcement is
intended to be, nor may it be construed as, a profit forecast or be
relied upon as a guide to future performance. The forward-looking
statements contained in this announcement speak only as
of the date of this announcement. The Company, its directors,
Cenkos, their respective affiliates and any person acting on its or
their behalf each expressly disclaim any obligation or undertaking
to update or revise publicly any forward-looking statements,
whether as a result of new information, future events or otherwise,
unless required to do so by applicable law or regulation, the AIM
Rules, or the rules of the London Stock Exchange.
Cenkos Securities plc is authorised and regulated in the United
Kingdom by the FCA. Cenkos is acting exclusively for the Company
and no one else in connection with the Placing and will not regard
any other person (whether or not a recipient on this announcement)
as its client in relation to the Placing or any other matter
referred to in this announcement and will not be responsible to
anyone (including any Placees) other than the Company for providing
the protections afforded to its clients or for providing advice to
any other person in relation to the Placing or any other matters
referred to in this announcement.
This announcement has been issued by and is the sole
responsibility of the Company. 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 Cenkos
or by any of its affiliates or any person acting on its or their
behalf 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 therefore is expressly disclaimed.
Any indication in this announcement of the price at which
ordinary shares have been bought or sold in the past cannot be
relied upon as a guide to future performance. The price of shares
and any income expected from them may go down as well as up and
investors may not get back the full amount invested upon disposal
of the shares. Past performance is no guide to future performance.
The contents of this announcement are not to be construed as legal,
business, financial or tax advice. Each investor or prospective
investor should consult his, her or its own legal adviser, business
adviser, financial adviser, or tax adviser for legal, financial,
business or tax advice.
Persons (including, without limitation, nominees, and trustees)
who have a contractual or other legal obligation to forward a copy
of this announcement should seek appropriate advice before taking
any action.
Neither the content of the Company's website (or any other
website) nor the content of any website accessible from hyperlinks
on the Company's website (or any other website) is incorporated
into or forms part of this announcement.
This announcement has been prepared for the purposes of
complying with applicable law and regulation in the United Kingdom
and the information disclosed may not be the same as that which
would have been disclosed if this announcement had been prepared in
accordance with the laws and regulations of any jurisdiction
outside the United Kingdom.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
ROMBSGDXDUGDGBB
(END) Dow Jones Newswires
March 01, 2021 09:53 ET (14:53 GMT)
Kromek (LSE:KMK)
Historical Stock Chart
From Jun 2024 to Jul 2024
Kromek (LSE:KMK)
Historical Stock Chart
From Jul 2023 to Jul 2024