TIDMMMX
RNS Number : 6233L
Minds + Machines Group Limited
04 October 2016
4 October 2016
Minds + Machines Group Limited
("MMX", the "Company" or "Group")
Result of Tender Offer & Subscription
Further to the announcement of 20 September 2016, Minds +
Machines Group Limited (AIM: MMX) is pleased to announce the
results of its Tender Offer and Subscription. The Tender Offer and
Subscription closed at 1.00pm on 3 October 2016.
Results of Tender Offer
The Company confirms 100,000,000 Ordinary Shares will be
purchased at a price of 13 pence per Ordinary Share, for an
aggregate consideration of GBP13.0 million. Tenders for up to and
including the Tender Offer Entitlement of 1 Ordinary Share for
every 7.56 Ordinary Shares will be met in full representing
approximately 81.22% of the Ordinary Shares being purchased by the
Company. The remaining 18.78% of the Ordinary Shares being bought
back under the Tender Offer, will be purchased on the basis of 1
Ordinary Share for every 22.09 Ordinary Shares tendered, pursuant
to demand for Excess Shares by Eligible Shareholders. The Ordinary
Shares to be purchased under the Tender Offer represent
approximately 13.22% of the current Ordinary Shares in issue.
Of the 100,000,000 Ordinary Shares being bought back, 57,692,308
of the Ordinary Shares purchased by the Company will be cancelled.
The balance will be subscribed for by Goldstream Capital Master
Fund I, wholly-owned by Hony Capital, as set out below.
Cheques will be dispatched for certificated Ordinary Shares
purchased pursuant to the Tender Offer and payment will be made
through CREST for uncertificated Ordinary Shares purchased pursuant
to the Tender Offer, in each case, by 10 October 2016.
Subscription
Alongside the Tender Offer, the Company announced on 20
September 2016 an intention to undertake a private subscription to
issue Goldstream Capital Master Fund I with 42,307,692 Ordinary
Shares at 13 pence per Ordinary Share for a total consideration of
up to GBP5.5 million. Goldstream Capital Master Fund I, advised by
Goldstream Capital Management Limited, is a private fund
incorporated in the Cayman Islands which is wholly owned by Hony
Capital, a leading Chinese private equity investment company.
The Company confirms that this Subscription has been completed
in full, therefore as of 10 October 2016 Goldstream Capital Master
Fund 1 will hold 50,107,692 Ordinary Shares in the Company,
representing approximately 7.17% of the Company's revised issued
share capital.
Toby Hall, CEO of MMX, commented:
"Hony's investment through Goldstream is a major endorsement of
the significant growth potential the Far East can continue
providing to the Group in the near to mid-term. Their expertise in
supporting businesses expanding across the region is exceptional.
We likewise look forward to continuing to grow our presence in
Europe and the US over the next 24 months."
Total Voting Rights
With effect from 10 October 2016, the total number of
exercisable voting rights in the Company will reduce from
756,446,117 to 698,753,809. 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.
Director shareholdings
With effect from 10 October 2016, the Directors of the Company
and their connected persons will have the following shareholdings
in the Company:
Director Shareholding Ordinary Shareholding % of issued
pre- Tender Shares tendered post-Tender revised
Offer Offer issued share
capital
held post
Tender Offer
and Subscription
--------------- ------------- ----------------- ------------- ------------------
Guy Elliot 23,000,000 3,000,000 20,00,000 2.86%
--------------- ------------- ----------------- ------------- ------------------
Toby Hall 500,000 - 500,000 0.07%
--------------- ------------- ----------------- ------------- ------------------
Michael
Salazar 1,925,050 - 1,925,050 0.28%
--------------- ------------- ----------------- ------------- ------------------
Henry Turcan* - - - -
--------------- ------------- ----------------- ------------- ------------------
* Mr Turcan was appointed to the Board of Directors as a nominee
director of Alphagen Capital Limited, a subsidiary of Henderson
Group plc ("Henderson"). On 19 September 2016 Alphagen Capital
Limited in its capacity as discretionary investment manager of
funds provided an undertaking to the Company that it will accept
the Tender Offer in respect of its Tender Entitlement.
Unless otherwise defined herein, capitalised terms used in this
announcement shall have the same meanings as defined in the
circular to shareholders dated 20 September 2016 and available on
the Company's website www.mmx.co.
Further Information:
Minds + Machines Group Limited
Toby Hall (CEO) Tel: +44 (0)7713 341072
toby@mmx.co
Michael Salazar (COO/CFO) Tel: +1 (424) 214-7908
michael@mmx.co
finnCap Ltd (Nomad/broker) Tel: +44 (0)20 7220 0500
Stuart Andrews/Carl Holmes/Simon Hicks
Tim Redfern
For further information, please go to www.mmx.co
About MMX
Minds + Machines Group Limited (LSE:MMX) is the owner and
operator of a world class portfolio of top-level domain assets
(gTLDs). As a sales and marketing-led registry business, we are
focused on commercializing our portfolio in partnership with our
expanding global network of distribution partners.
The MMX portfolio is currently focused around geographic domains
(e.g. .london, .boston, .miami, .bayern), professional occupations
(e.g. .law, .abogado, and .dds), consumer interests (e.g. .fashion,
.wedding, .vip), lifestyle (e.g. .fit, .surf, .yoga), outdoor
activities (e.g..fishing, .garden, .horse) and generic names such
as .work and .casa. As a business, we work through our expanding
international network of registrars and distribution partners to
bring the benefits of affinity based domain addresses to B2B and
consumer audiences. For more information on MMX, please visit
www.mmx.co.
The information communicated in this announcement contains
inside information for the purposes of Article 7 of the Market
Abuse Regulation (EU) No. 596/2014.
This information is provided by RNS
The company news service from the London Stock Exchange
END
RTEMMMGGLDGGVZG
(END) Dow Jones Newswires
October 04, 2016 05:30 ET (09:30 GMT)
Minds + Machines (LSE:MMX)
Historical Stock Chart
From Apr 2024 to May 2024
Minds + Machines (LSE:MMX)
Historical Stock Chart
From May 2023 to May 2024