TIDMTRIC

RNS Number : 4177G

Tricor PLC

20 November 2015

20 November 2015

Tricor plc

("Tricor" or the "Company")

Update on working capital facility, issue of equity

and total voting rights

Tricor announces that the Company has drawn down GBP23,000 under the working capital facility provided by Ellwood International Limited ("Ellwood"), further details of which were announced by the Company on 31 March 2015. As a result, and in accordance with the agreement with Ellwood, the Company has issued to Ellwood 6,052,632 new ordinary shares (the "Tranche 6 Shares") of 0.001 pence in the Company ("Ordinary Shares") at 0.38p per Ordinary Share and 24,210,528 warrants to subscribe for new Ordinary Shares, exercisable at 0.5p per Ordinary Share.

Ellwood has entered into an orderly market agreement whereby until 31 March 2016, it will only sell Ordinary Shares following consultation with the Company's broker and always so as to ensure an orderly market in the Company's shares.

Following the issue of the Tranche 6 Shares, Ellwood has a total beneficial interest in 54,012,172 Ordinary Shares, equivalent to 29.35% of the Company's total issued share capital. Further, Ellwood holds 186,273,684 warrants to subscribe for new Ordinary Shares, exercisable at 0.5p per Ordinary Share ("Warrants").

Under Rule 9 of the UK Takeover Code ("Rule 9"), where any person acquires, whether by a series of transactions

over a period of time or not, an interest (as defined in the Takeover Code) in shares which (taken together with shares

in which he is already interested and in which persons acting in concert with him are interested) carry 30 per cent. or more of the voting rights of a company that is subject to the Takeover Code, that person is normally required by the Takeover Panel to make a general offer to all the remaining shareholders to acquire their shares.

Tricor is subject to the UK Takeover Code and therefore given Ellwood's current shareholding in the Company, Ellwood would be unable to acquire many more Ordinary Shares or exercise all its Warrants without incurring an obligation under Rule 9. Tricor is therefore currently unable to drawdown more than approximately GBP6,000 on the working capital facility it has in place with Ellwood (of which a total of GBP176,960 has been drawn to date from the GBP200,000 facility) without a breach of Rule 9. As a result, Tricor is exploring other methods to finance its working capital requirements and is in discussions with potential investors in this regard. Tricor is aiming to conclude these discussions as soon as possible in order to provide the near term working capital it requires. Any failure to raise further funds in the short term could affect the Company's ability to continue as a going concern.

Admission to trading and total voting rights

Application has been made for the Tranche 6 Shares to be admitted to trading on AIM ("Admission"). It is expected that Admission will occur on or around 25 November 2015.

Following Admission, the total number of Ordinary Shares in issue will be 184,046,840, with each share carrying the right to one vote. Tricor holds no shares in treasury. The total number of voting rights in the Company is therefore 184,046,840. This figure may be used by shareholders as the denominator for the calculations by which they determine if they are required to notify their interest in or a change to their interest in Tricor under the Disclosure Rules and Transparency Rules of the UK Financial Conduct Authority.

Enquiries:

 
 
 Tricor plc                          +44 (0) 20 7099 
  Michael Roberts                    7703 
  Chan Fook Meng, CEO                +65 62362985 
 Allenby Capital Ltd (Nominated 
  Adviser & Broker) 
  Jeremy Porter / Nick Naylor /    +44 (0) 20 3328 
  James Reeve                       5656

This information is provided by RNS

The company news service from the London Stock Exchange

END

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November 20, 2015 03:48 ET (08:48 GMT)

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