Open Offer Results
This announcement contains inside information.
This announcement is not for release, publication or distribution, directly or indirectly, in or into the United States, any Member State of the European Economic Area (other than the United Kingdom), Australia, Canada, Japan, South Africa or New Zealand or any jurisdiction where to do so might constitute a violation of local securities laws or regulations.
12 December 2019
Wilmcote Holdings plc (the "Company")
Result of Open Offer
On 25 November 2019 the Company announced details of an Open Offer to raise up to £6.5 million through the issue of up to 650,000,000 New Ordinary Shares, each at an issue price of £0.01 per New Ordinary Share, as described in the Company circular dated 25 November 2019 (the "Circular").
The Open Offer closed for acceptances at 11.00 a.m. on 11 December 2019. The Company is pleased to announce that it has received valid acceptances in respect of 650,000,000 Open Offer Shares from Qualifying Shareholders, including applications under the Excess Application Facility. This represents 100 per cent. of the Open Offer Shares offered. The Company has therefore raised gross proceeds of £6.5 million pursuant to the Open Offer.
Taking into account acceptances under the Open Offer from shareholders other than the Marwyn Shareholders, following the subscription by the Marwyn Shareholders for New Ordinary Shares (in respect of their Open Offer Entitlements and further subscriptions for Excess Shares pursuant to the Excess Application Facility), the aggregate interests in the Ordinary Shares on Admission which will be controlled by MAML will be as set out in the table below:
Number of Ordinary Shares held
% interest in the Enlarged Share Capital
The Open Offer remains conditional upon the approval by Shareholders of certain resolutions to be proposed at the Annual General Meeting of the Company to be held at 11.00 a.m. on 12 December 2019.
Application has made for the New Ordinary Shares to be admitted to trading on AIM ("Admission"), and it is expected that Admission will become effective and that dealings will commence in the New Ordinary Shares at 8.00 a.m. on 13 December 2019.
The New Ordinary Shares, when issued and fully paid, will rank pari passu in all respects with the Existing Ordinary Shares and therefore rank equally for all dividends or other distributions declared, made or paid after the date of issue of the New Ordinary Shares.
The New Ordinary Shares (in uncertificated form) are expected to be credited to CREST accounts on 13 December 2019 and definitive share certificates for the New Ordinary Shares (in certificated form) are expected to be despatched to certificated shareholders by 20 December 2019.
Following Admission, the total number of voting shares in issue will be 670,833,336. 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, the Company under the FCA's Disclosure Guidance and Transparency Rules.
All defined terms in this announcement shall have the meanings ascribed to them in the Circular.
James Corsellis is Chairman of Wilmcote Holdings plc, which has its offices at 11 Buckingham Street, London, WC2N 6DF and has the LEI number 2138004EUUU11OVHZW75.
Tel: +44(0)207 004 2700
Mark Brangstrup Watts
Numis Securities Limited
Tel: +44(0)207 260 1000
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