TIDMVELA
RNS Number : 7296I
Vela Technologies PLC
12 August 2019
Prior to publication, the information contained within this
announcement was deemed by the Company to constitute inside
information as stipulated under the Market Abuse Regulations (EU)
No. 596/2014 ("MAR"). With the publication of this announcement,
this information is now considered to be in the public domain.
12 August 2019
Vela Technologies plc
("Vela" or the "Company")
Completion of investment in Portr Limited
Proposed further investment by Director
Further to the announcements released by the Company on 24 April
2019 and 1 May 2019, the Board of Vela provides the following
update regarding the proposed investment in Portr Limited ("Portr")
and the subscription by Antony Laiker (Executive Director of Vela)
for new ordinary shares in the Company ("Ordinary Shares").
Investment in Portr
On 24 April 2019, Vela announced its intention to invest in the
funding round being undertaken by Portr, an existing investee
company. The Board is pleased to announce that Vela has entered
into an agreement to subscribe for 91,341 shares in Portr, equating
to an investment of GBP91,341 funded by the proceeds of the placing
announced on 24 April 2019. Funds have been remitted to Portr and
the investment by Vela is now unconditional.
Following completion of the investment, Vela holds 256,275
shares in Portr, equating to approximately 3.6% of Portr's issued
share capital as enlarged by this fundraise.
Antony Laiker, Executive Director of Vela, commented:
"This latest funding round for Portr concludes a complex series
of transactions by Portr over the past 18 months. The proceeds of
this funding round will not only support delivery of milestones
committed to as part of the company's 2018 Series A business plan
but will also enable Portr to finance a sizeable commercial project
which was not contemplated at the time of the Series A round in
2018. The directors of Portr anticipate that this commercial
project will materially increase the scale of the current business
when implemented in H2 2019. We understand that Portr expect to be
in a position to provide more information about this along with a
detailed trading update in due course.
This funding enables Vela to purchase shares in Portr at what we
consider to be a very attractive average price and valuation. We
are therefore delighted to confirm the take up of our rights in
full in this latest funding round by Portr.
Performance of the Portr business in the year to date, since
terms of the funding round extension were agreed, has been
particularly strong. This has been further aided by new
partnerships with Thomas Cook, Virgin Atlantic and the extension of
the agreement with easyJet to offer the AirPortr service at London
Luton Airport.
As a result, we believe that at the current time, the valuation
accorded to Vela's holding in Portr would be higher than that
attributed to it in this placing.
Following completion of all matters relating to this
transaction, Vela intend to give investors the opportunity to meet
investee companies to gain a greater and deeper understanding of
Vela's portfolio investments as well as potential growth of these
businesses and the knock on effect to the valuation of Vela's
portfolio."
Portr Funding Update
Portr has successfully raised net proceeds of GBP1.7 million by
way of subscriptions for new B Ordinary shares at a price of 100
pence per B Ordinary Share. These new B Ordinary shares carry the
same rights as the A Ordinary shares subscribed for by Vela in
March 2018. This new funding takes the total raised by Portr in its
extended Series A Round to GBP7.1 million, against the issuance of
3,070,000 A and B Ordinary shares. As a result, Portr's
post-completion issued share capital across all share classes will
be 7,137,389 shares.
Key investors in Portr's extended Series A Round included its
largest shareholder Stobart Group and Hargreave Hale VCT, now part
of Canaccord Genuity Wealth Management. In addition to their
investment, Stobart Group's Chief Operating Officer, Nick Dilworth,
has been appointed to the Board of Portr.
Further re. Placing
Following the publication of the details of Vela's participation
in the Portr funding round, Antony Laiker (Executive Director of
Vela) is no longer deemed by the Board to be in possession of
inside information. As a result, Antony Laiker intends to subscribe
for 25,000,000 Ordinary Shares (the "Antony Laiker Placing Shares")
at a price of 0.10 pence per new Ordinary Share (the "Placing
Price"). Antony Laiker will subscribe for the new Ordinary Shares
on the same terms as shareholders who participated in the placing
as announced on 24 April 2019 (the "Placing").
As announced previously, conditional on the approval of
shareholders at a General Meeting, subscribers in the Placing,
including Antony Laiker, will be issued with 1 warrant for every 4
shares issued pursuant to the Placing, exercisable at 0.15 pence
per placing warrant, for a period of up to 2 years from issue.
Following the issue of new Ordinary Shares in May 2019 in relation
to the Placing, Vela does not have sufficient allotment authority
to enable the placing warrants to be exercised in full. A circular
containing a notice convening a general meeting of Vela will be
posted to shareholders shortly with the purpose of, inter alia,
putting in place the requisite share authorities to cover the
placing warrants being exercised in full.
Further re. repayment of Loan Notes held by Antony Laiker
As announced on 24 April 2019, Vela entered into an agreement
for the repayment of the GBP200,000 of loan notes (and accrued
interest) held by Antony Laiker ("Antony Laiker Loan Note") in
accordance with the terms of the loan note agreement. As announced,
Antony Laiker intends to use the entire proceeds of the repayment
of the Antony Laiker Loan Note to subscribe for new Ordinary Shares
in the Company. Therefore, Antony Laiker intends to conditionally
subscribe for 240,985,301 new Ordinary Shares at a price of 0.10
pence per share (the "Antony Laiker Subscription Shares"). The
issue and admission to trading on AIM of the Antony Laiker
Subscription Shares is conditional on shareholder approval of the
requisite authorities to allot shares at a general meeting of the
Company which, as outlined above, will be convened in due
course.
A further announcement in relation to the subscription by Antony
Laiker for the Antony Laiker Placing Shares and the Antony Laiker
Subscription Shares will be made shortly.
For further information, please contact:
Vela Technologies plc Tel: +44 (0) 7802
262 443
Brent Fitzpatrick, Non-Executive Chairman
Antony Laiker, Director
Allenby Capital Limited Tel: +44 (0) 20 3328
(Nominated Adviser) 5656
Nick Athanas/Asha Chotai
Smaller Company Capital Limited Tel: +44 (0) 20 3651
(Joint Broker) 2910
Rupert Williams/Jeremy Woodgate
About Vela Technologies
Vela Technologies (AIM: VELA) is an investing company focused on
early stage and pre-IPO long term disruptive technology
investments. There are currently 12 investments in the portfolio
which either have developed ways of utilising technology or
developing technology with a view to disrupting the businesses or
sector in which they operate. More recently, Vela Technologies has
also started to focus on existing listed companies where valuations
may offer additional opportunities.
About Portr Limited
Portr is the owner of Airportr, the airline integrated home bag
check-in and delivery service that gives passengers the option to
check in online and have their baggage collected from their
doorstep. Following a positive ID match and airline security
validations, which are performed with the customer by a vetted
driver utilising AirPortr's proprietary technology, baggage is put
in a unique coded, tamper proof and trackable security bag, to be
delivered to the airport and directly onto the designated departing
flight. The passengers can then travel bag free to the airport,
avoiding check-in or bag drop, instead going directly through
security, collecting their luggage on arrival at their
destinations' baggage reclaim.
Based on filings at Companies House, for the year ended 26
December 2017, Portr generated a loss of GBP4,987,471 and as at 26
December 2017 had net liabilities of GBP3,587,799.
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END
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