Superglass Holdings PLC Issue of Equity (3334H)
16 August 2016 - 11:48PM
UK Regulatory
TIDMSPGH
RNS Number : 3334H
Superglass Holdings PLC
16 August 2016
Superglass Holdings PLC
("Superglass" or the "Company")
Issue of Equity
Superglass Holdings PLC, the UK's leading independent
manufacturer of glass wool and mineral fibre insulation solutions,
announces that it has received notification from St Vincent
(Equities) Limited, a subsidiary of Clydesdale Bank Plc, of the
exercise of its conversion rights in respect of its entire
remaining holding of 300,757 convertible shares (the "Convertible
Shares"), as described in the circular to Superglass shareholders
dated 14 October 2014. Consequently, the Company has converted the
Convertible Shares into 300,757 ordinary shares of 1 penny each
("Ordinary Shares") and 300,757 deferred shares of 24 pence each to
St Vincent (Equities) Limited for nil consideration.
An application will be made to the London Stock Exchange for
these Ordinary Shares, which rank pari passu with the existing
Ordinary Shares, to be admitted to trading on AIM on or around 22
August 2016.
In accordance with the FCA's Disclosure and Transparency Rules
and Rule 2.10 of the Code, following this conversion and admission
to AIM, the Company will have 155,808,334 Ordinary Shares in issue
and admitted to trading on AIM under the ISIN reference
GB00B7VSCQ18. The Company holds no Ordinary Shares in treasury.
Following the above conversion all convertible shares in the
Company have now been converted to Ordinary Shares.
The figure of 155,808,334 Ordinary Shares should 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 FCA's
Disclosure and Transparency Rules.
Superglass Holdings PLC
Ken Munro, Chief Executive Officer 01786 451170
N+1 Singer (NOMAD)
Sandy Fraser 020 7496 3000
Nick Owen
Charlotte Street Partners (Media Enquiries)
David Gaffney or Rob Ballantyne 0131 516 5310
Important Notices
N+1 Singer, which is authorised and regulated in the United
Kingdom by the Financial Conduct Authority, is acting exclusively
as financial adviser and joint broker to Superglass and no-one else
in connection with the Offer and other matters described in this
announcement, and will not be responsible to anyone other than
Superglass for providing the protections afforded to clients of N+1
Singer or for providing advice in relation to the Offer, the
contents of this announcement or any other matter referred to
herein.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT
INTENDED TO, AND DOES NOT CONSTITUTE OR FORM ANY PART OF, AN OFFER
TO SELL OR AN INVITATION TO SUBSCRIBE FOR OR PURCHASE ANY
SECURITIES OR THE SOLICITATION OF ANY VOTE OR APPROVAL IN ANY
JURISDICTION, NOR SHALL THERE BE ANY SALE, ISSUANCE OR TRANSFER OF
THE SECURITIES REFERRED TO IN THIS ANNOUNCEMENT IN ANY JURISDICTION
IN CONTRAVENTION OF APPLICABLE LAW.
Capitalised terms in this announcement shall unless otherwise
defined, have the same meanings as set out in the Offer
Document.
Disclosure Requirements of the Code
Under Rule 8.3(a) of the Code, any person who is interested in
1% or more of any class of relevant securities of an offeree
company or of any securities exchange offeror (being any offeror
other than an offeror in respect of which it has been announced
that its offer is, or is likely to be, solely in cash) must make an
Opening Position Disclosure following the commencement of the offer
period and, if later, following the announcement in which any
securities exchange offeror is first identified. An Opening
Position Disclosure must contain details of the person's interests
and short positions in, and rights to subscribe for, any relevant
securities of each of (i) the offeree company and (ii) any
securities exchange offeror(s). An Opening Position Disclosure by a
person to whom Rule 8.3(a) applies must be made by no later than
3.30 p.m. (London time) on the 10(th) business day following the
commencement of the offer period and, if appropriate, by no later
than 3.30 p.m. (London time) on the 10(th) business day following
the announcement in which any securities exchange offeror is first
identified. Relevant persons who deal in the relevant securities of
the offeree company or of a securities exchange offeror prior to
the deadline for making an Opening Position Disclosure must instead
make a Dealing Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes,
interested in 1% or more of any class of relevant securities of the
offeree company or of any securities exchange offeror must make a
Dealing Disclosure if the person deals in any relevant securities
of the offeree company or of any securities exchange offeror. A
Dealing Disclosure must contain details of the dealing concerned
and of the person's interests and short positions in, and rights to
subscribe for, any relevant securities of each of (i) the offeree
company and (ii) any securities exchange offeror, save to the
extent that these details have previously been disclosed under Rule
8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies
must be made by no later than 3.30 p.m. (London time) on the
business day following the date of the relevant dealing.
If two or more persons act together pursuant to an agreement or
understanding, whether formal or informal, to acquire or control an
interest in relevant securities of an offeree company or a
securities exchange offeror, they will be deemed to be a single
person for the purpose of Rule 8.3.
Opening Position Disclosures must also be made by the offeree
company and by any offeror and Dealing Disclosures must also be
made by the offeree company, by any offeror and by any persons
acting in concert with any of them (see Rules 8.1, 8.2 and
8.4).
Details of the offeree and offeror companies in respect of whose
relevant securities Opening Position Disclosures and Dealing
Disclosures must be made can be found in the Disclosure Table on
the Takeover Panel's website at www.thetakeoverpanel.org.uk,
including details of the number of relevant securities in issue,
when the offer period commenced and when any offeror was first
identified. You should consult the Panel's Market Surveillance Unit
on +44 (0)20 7638 0129 if you are in any doubt as to whether you
are required to make an Opening Position Disclosure or a Dealing
Disclosure.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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