manifesto25 Sep 2018 17:21
Shareholders and investors should be aware that Derriston remains a cash shell and that the acquisition of S4 Limited is conditional on the passing of the Whitewash Resolution at the General Meeting to be held at 11.00 a.m. on 27 September 2018 and the admission of the consideration shares to be issued by Derriston on 28 September 2018. Full details are contained in the circular dated 11 September 2018, available to view on the website of the Company, www.derristoncapital.co.uk. Capitalised terms used but not defined in this announcement are defined in the circular.Â
Â
There can be no guarantee that the outstanding conditions to which the Acquisition remains subject will be satisfied. If the Whitewash Resolution does not pass or any other condition is not satisfied, Admission will not occur, the Acquisition will not complete and the Company will remain a cash shell.Â
Â
Shareholders should be aware that, as at the date of this announcement, the share capital of the Company has not been enlarged by the issue of shares expected in connection with the Acquisition. The Company's share capital continues to be comprised of 25,000,000 ordinary shares of 2.5 pence each.
Â
As at 30 June 2018, the Net Asset Value of each Derriston share was 8.08p.
Â
If the Acquisition completes, shareholders of S4 Limited will receive 241,285,077 new ordinary shares in Derriston (the equivalent of 2,412,850,770 existing ordinary shares). The number of consideration shares was calculated from a see-through Derriston placing price of 10p per existing ordinary Derriston share.
Â
In addition, on Admission 11,709,601 new ordinary shares in Derriston (the equivalent of 117,096,010 existing ordinary shares) will be issued to the S4Capital Employee Benefit Trust at par (25p, or the equivalent of 2.5p per existing ordinary share).Â
Â
This announcement contains inside information.
Â
Enquiries:
Â
Â
Â
Derriston Capital plc
Harry Hyman (Non-executive chairman)
Via Walbrook
Â
Â
Dowgate Capital Stockbrokers Limited
(corporate broker to Derriston and to S4 Capital)
James Serjeant / David Poutney
Tel: 020 3903 7715
Â
Â
Walbrook PR Limited
Paul McManus
Tel: 020 7933 8780 or derriston@walbrookpr.com
Mob: 07980 541 893
Â
Â
Harry Hyman, Non-Executive Chairman
Derriston Capital plc, 201 Bishopsgate, London EC2M 3AB
LEI 21380068SP9V65KPQN68
Â
Â
IMPORTANT INFORMATION
Â
Dowgate Capital Stockbrokers Limited which is authorised and regulated in the United Kingdom by the Financial