The
information contained within this announcement is deemed by the
Company to constitute inside information as stipulated under the
Market Abuse Regulations (EU) No. 596/2014 as imported into the
laws of England and Wales by virtue of the European Union
(Withdrawal) Act 2018 (as amended) and certain other enacting
measures ("UK MAR"). With the publication of this announcement via
a Regulatory Information Service ("RIS"), this inside information
is now considered to be in the public domain.
17 January
2025
Tekcapital
plc
("Tekcapital" or the
"Company")
Placing of £0.5 million
(c.US$0.6m)
Tekcapital Plc (AIM: TEK) the UK
intellectual property investment group focused on creating valuable
products that can improve people's lives, announces that an
existing shareholder in the Company has subscribed for 5,128,205
new ordinary shares in the Company ("Placing Shares") at the closing
mid-market price yesterday, being 9.75p per Placing
Share.
Key
Highlights:
- £0.5m
(US$0.6m) before
expenses was raised by means of the Placing.
- Funds
raised will be used as additional working capital.
Admission and Total Voting Rights
Application will be made for the
Placing Shares to be admitted to trading on AIM ("Admission"). It is expected that
Admission will become effective on or around 22 January
2025.
Following the issue of the 5,128,205
Placing Shares, which, on Admission, will rank pari passu with the existing Ordinary
Shares, the total number of Ordinary Shares in issue with voting
rights in the Company will be 216,902,333. There are no
shares held in treasury.
The above figure of
216,902,333 Ordinary Shares
may therefore be used by shareholders as the
denominator for the calculation by which they may determine if they
are required to notify their interest in, or change to their
interest in, the Company under the FCA's Disclosure Guidance and
Transparency Rules.
Clifford M. Gross Ph.D., Executive Chairman of Tekcapital plc
commented:
"We are very grateful for the support of one of our existing
shareholders who invested in a placing last year and who is keen to
increase his investment in the Company. This is an exciting
time for our Company, with three portfolio companies now trading on
AIM, one trading on the NASDAQ, and as announced recently, our
fifth portfolio company Guident planning a listing in the
US."
About Tekcapital plc
Tekcapital creates value from
investing in new, university-developed discoveries that can enhance
people's lives. Tekcapital is quoted on the AIM market of the
London Stock Exchange (AIM: symbol TEK) and is headquartered in the
UK. For more information, please visit www.tekcapital.com.
LEI: 213800GOJTOV19FIFZ85
For further information, please
contact:
Tekcapital Plc
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Via Flagstaff
|
Clifford M. Gross,
Ph.D.
|
|
|
|
|
|
SP Angel Corporate Finance
LLP (Nominated Adviser and
Broker)
|
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+44 (0) 20 3470
0470
|
Richard Morrison/Charlie Bouverat
(Corporate Finance)
|
|
|
Richard Parlons/Abigail Wayne
(Corporate Broking)
|
|
|
|
|
|
Flagstaff Strategic and Investor
Communications
|
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+44
(0) 20 7129 1474
|
Tim Thompson/Andrea Seymour/Fergus
Mellon
|
|
|
IMPORTANT INFORMATION
The information contained in this
Announcement does not constitute an offering of securities for sale
in the United States of America and no securities have been or will
be registered under the United States Securities Act 1933, as
amended (the "Securities Act") or under the securities laws of any
state or other jurisdiction in the United States of America nor
will they qualify for distribution under any of the relevant
securities laws of Australia, Canada, Japan or the Republic of
South Africa, nor has any prospectus in connection with the
securities been lodged with or registered by the Australian
Securities and Investments Commission. The securities may not be
offered or sold in the United States of America. This Announcement
is not for distribution directly or indirectly in or into the
United States of America, Australia, Canada, Japan or the Republic
of South Africa or in any other jurisdiction in which such
publication or distribution is unlawful.
This Announcement, does not
constitute a prospectus or prospectus equivalent document for the
purposes of the prospectus rules and has not been, and will not be,
approved by, or filed with, the Financial Conduct Authority
("FCA"). It does not
constitute or form part of, and should not be construed as, an
offer to sell or issue, or a solicitation of any offer of or
invitation to buy or subscribe for, any securities, nor shall it
(or any part of it), or the fact of its distribution, form the
basis of, or be relied on in connection with, or act as an
inducement to enter into, any contract or commitment whatsoever.
Any failure to comply with these restrictions may constitute a
violation of the applicable securities laws in such jurisdiction.
This Announcement does not constitute a recommendation regarding
any securities.
This Announcement contains (or may
contain) certain forward-looking statements with respect to certain
of the Company's plans and its current goals and expectations
relating to its future financial condition and performance and
which involve a number of risks and uncertainties. The Company
cautions readers that no forward-looking statement is a guarantee
of future performance and that actual results could differ
materially from those contained in the forward-looking statements.
These forward-looking statements can be identified by the fact that
they do not relate only to historical or current facts.
Forward-looking statements sometimes use words such as "aim",
"anticipate", "target", "expect", "estimate", "intend", "plan",
"goal", "believe", or other words of similar meaning. By their
nature, forward-looking statements involve risk and uncertainty
because they relate to future events and circumstances, including,
but not limited to, economic and business conditions, the effects
of continued volatility in credit markets, market-related risks
such as changes in the price of commodities or changes in interest
rates and foreign exchange rates, the policies and actions of
governmental and regulatory authorities, changes in legislation,
the further development of standards and interpretations under
International Financial Reporting Standards (IFRS) applicable to
past, current and future periods, evolving practices with regard to
the interpretation and application of standards under IFRS, the
outcome of pending and future litigation or regulatory
investigations, the success of future explorations, acquisitions
and other strategic transactions and the impact of competition. A
number of these factors are beyond the Company's control. As a
result, the Company's actual future results may differ materially
from the plans, goals, and expectations set forth in the Company's
forward-looking statements. Any forward-looking statements made in
this Announcement by or on behalf of the Company speak only as of
the date they are made. Except as required by the FCA, the London
Stock Exchange or applicable law, the Company expressly disclaims
any obligation or undertaking to release publicly any updates or
revisions to any forward-looking statements contained in this
Announcement to reflect any changes in the Company's expectations
with regard thereto or any changes in events, conditions or
circumstances on which any such statement is based.
This Announcement is for information
purposes only and shall not constitute an offer to buy, sell,
issue, or subscribe for, or the solicitation of an offer to buy,
sell, issue, or subscribe for any securities, nor shall there be
any sale of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification, or exemption, under the securities laws of any such
jurisdiction.
This Announcement has been issued by
and is the sole responsibility of the Company. No representation or
warranty, express or implied, is or will be made as to, or in
relation to, and no responsibility or liability is or will be
accepted by SP Angel or by any of their affiliates or agents as to,
or in relation to, the accuracy or completeness of this
Announcement or any other written or oral information made
available to or publicly available to any interested party or its
advisers, and any liability therefore is expressly
disclaimed.
SP Angel is authorised and regulated
by the FCA. SP Angel is acting for the Company and for no-one else
in connection with the Placing, and will not be responsible to
anyone other than the Company for providing the protections
afforded to its customers or for providing advice to any other
person in relation to the Placing or any other matter referred to
herein.
The distribution of this
Announcement and the offering of the Placing Shares in certain
jurisdictions may be restricted by law. No action has been taken by
the Company or SP Angel that would permit an offering of such
shares or possession or distribution of this Announcement or any
other offering or publicity material relating to such shares in any
jurisdiction where action for that purpose is required. Persons
into whose possession this Announcement comes are required by the
Company and SP Angel to inform themselves about, and to observe
such restrictions.
Persons (including, without
limitation, nominees and trustees) who have a contractual or other
legal obligation to forward a copy of the Appendix or this
Announcement should seek appropriate advice before taking any
action.
The Placing Shares to which this
Announcement relates may be illiquid and / or subject to
restrictions on their resale. Prospective purchasers of the Placing
Shares should conduct their own due diligence on the Placing
Shares. If you do not understand the contents of this Announcement
you should consult an authorised financial adviser.
Neither the content of the Company's
website nor any website accessible by hyperlinks on the Company's
website is incorporated in, or forms part of, this
Announcement.
All times and dates in this
Announcement may be subject to amendment. SP Angel shall notify the
Placees and any person acting on behalf of the Placees of any
changes.
Each distributor is responsible for
undertaking its own target market assessment in respect of the
Placing Shares and determining appropriate distribution
channels.
Solely for the purposes of the
product governance requirements contained within the following,
each as imported into the laws of England and Wales by virtue of
the European Union (Withdrawal) Act 2018 (as amended) and certain
other enacting measures: (a) EU Directive 2014/65/EU on markets in
financial instruments, as amended ("MiFID II"); (b) Articles 9 and
10 of Commission Delegated Directive (EU) 2017/593 supplementing
MiFID II; and (c) local implementing measures (together, the "MiFID
II Product Governance Requirements"), and disclaiming all and any
liability, whether arising in tort, contract or otherwise, which
any "manufacturer" (for the purposes of the Product Governance
Requirements) may otherwise have with respect thereto, the Placing
Shares have been subject to a product approval process, which has
determined that the Placing Shares are: (i) compatible with an end
target market of (a) retail investors, (b) investors who meet the
criteria of professional clients and (c) eligible counterparties,
each as defined in MiFID II; and (ii) eligible for distribution
through all distribution channels as are permitted by MiFID II (the
"Target Market Assessment"). Notwithstanding the Target Market
Assessment, Distributors should note that: the price of the Placing
Shares may decline and investors could lose all or part of their
investment; the Placing Shares offer no guaranteed income and no
capital protection; and an investment in the Placing Shares is
compatible only with investors who do not need a guaranteed income
or capital protection, who (either alone or in conjunction with an
appropriate financial or other adviser) are capable of evaluating
the merits and risks of such an investment and who have sufficient
resources to be able to bear any losses that may result therefrom.
The Target Market Assessment is without prejudice to the
requirements of any contractual, legal or regulatory selling
restrictions in relation to an offer of securities such as the
Placing Shares.
For the avoidance of doubt, the
Target Market Assessment does not constitute: (a) an assessment of
suitability or appropriateness for the purposes of MiFID II; or (b)
a recommendation to any investor or group of investors to invest
in, or purchase, or take any other action whatsoever with respect
to the Placing Shares.
Each distributor is responsible for
undertaking its own target market assessment in respect of the
Placing Shares and determining appropriate distribution
channels.