TIDMTAX
RNS Number : 0387R
Tax Systems PLC
25 February 2019
This announcement is a replacement for one released on 22
February 2019 at 8:40am under RNS number 8570Q.
The announcement disclosed the number of options issued and
allotted as 5,970,140. This number should have read 5,970,149.
All other details remain unchanged.
The full amended text is shown below.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH
JURISDICTION.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
Tax Systems plc
("Tax Systems", "the Group" or "the Company")
Exercise of Options, Total Voting Rights and Rule 2.9
Disclosure
Tax Systems plc (AIM: TAX), a leading supplier of corporation
tax software and services, announces that on 18 February 2019 it
received from BGF Investments LP ("BGF") notice of exercise of its
option held over 5,970,149 ordinary shares of 1p each in the
capital of the Company ("Ordinary Shares") on the terms of the
agreement between the Company and BGF dated 26 July 2016 (the
"Option Agreement"). Following receipt by the Company today of the
subscription monies payable, in accordance with the notice of
exercise and the Option Agreement, the Company expects to allot and
issue 5,970,149 Ordinary Shares to BGF on 25 February 2019.
Application will be made to the London Stock Exchange for the
5,970,149 new Ordinary Shares to be admitted to trading on AIM
("Admission") and it is expected that Admission will become
effective and trading will commence on or around 8.00 a.m. on 28
February 2019.
Following Admission, the total number of Ordinary Shares in
issue will be 86,673,530 and the total number of voting rights will
therefore be 86,673,530. 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 share capital of the Company under the FCA's
Disclosure and Transparency Rules.
Rule 2.9 disclosure
In accordance with Rule 2.9 of the Takeover Code, Tax Systems
confirms that following Admission it will have 86,673,530 ordinary
shares of 1 pence each in issue, each with one voting right per
share. The International Securities Identification Number (ISIN) of
Tax Systems' shares is GB00BDHLGB97.
Tax Systems plc
Gavin Lyons, Chief Executive Officer
Kevin Goggin, Chief Financial Officer +44 (0)1784 777700
MXC Capital Markets LLP (Financial
Adviser)
Charlotte Stranner +44 (0)20 7965 8149
finnCap Limited (Nomad and Broker)
Jonny Franklin-Adams/James Thompson
(Corporate Finance) +44 (0)20 7220 0500
Tim Redfern/Richard Chambers (Corporate
Broking)
Alma PR (Financial PR)
Caroline Forde / Josh Royston / Susie
Hudson +44 (0)20 3405 0205
About Tax Systems Plc
Tax Systems is a leading provider of corporation tax software
and services in the UK and Ireland. The business has a long track
record of being a key supplier of corporation tax software and
services to many of the largest companies and the accounting
profession in the UK and Ireland. Find out more at
www.taxsystems.com
Rule 26.1 disclosure
In accordance with Rule 26.1 of the Code, a copy of this
announcement will be available at www.taxsystems.com by no later
than 12 noon (London time) on 26 February 2019. The content of the
website referred to in this announcement is not incorporated into
and does not form part of this announcement.
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 pm (London time) on the 10th business day following the
commencement of the offer period and, if appropriate, by no later
than 3.30 pm (London time) on the 10th 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 pm (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 contact 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 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.
END
TVRBXGDDIDDBGCU
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