RE: Warrants18 May 2021 15:58
With regards to warrants, I remember seeing something odd in the placing RNS which I didn't fully understand but which appeared to pertain to NED warrants. Does this mean that any NED warrants which were due to expire have been extended for 7 months?
"The Directors believe it to be in the best interests of the Company and its members as a whole if additional authorities are obtained for the purposes of implementing the Placing and to ensure sufficient authority is maintained in respect to the NED Warrants. The Board does not believe it would be an efficient use of the Company's existing cash resources, and the net proceeds of the Placing, to prepare and publish a prospectus in order to complete a larger fundraising than that currently proposed.
You will therefore find set out at the end of this Circular, a notice convening the General Meeting to be held on 29 March 2021 at 10:00 a.m. at which the Resolutions will be proposed for the purpose of implementing the Placing. Please note that the Placing will only proceed if the Resolutions are passed.
Resolution 1, which will be proposed as an ordinary resolution and which is conditional upon the Placing Agreement becoming unconditional and not being terminated in accordance with its terms, is to authorise the Directors to allot the Placing Shares in connection with the Placing and otherwise to ensure sufficient authority is maintained in respect to the NED Warrants, provided that such authority shall expire on the date falling 7 months after the date of the resolution or on the date of the next annual general meeting of the Company, whichever is the earlier.
Resolution 2, which will be proposed as a special resolution and which is conditional upon the passing of Resolution 1 and the Placing Agreement becoming unconditional and not being terminated in accordance with its terms, disapplies Shareholders' statutory pre-emption rights in relation to the issue of the Placing Shares pursuant to the Placing and to ensure sufficient authority is maintained in respect to the NED Warrants, provided that such authority shall expire on the date falling 7 months after the date of the resolution or on the date of the next annual general meeting of the Company, whichever is the earlier."