11 Jun 2012 08:30
11 June 2012
Imaginatik Plc
("Imaginatik" or "the Company")
Directors' Dealings
The Company announced earlier today that it was proposing to raise up to £1million before expenses through a conditional placing of up to 333,333,333 new ordinary shares (the "Placing Shares") with institutional and other investors at a price of 0.3p per Placing Share (the "Placing") and that it had received irrevocable commitments to subscribe for 285,833,333 Placing Shares and expressions of interest from certain Directors of the Company to subscribe for a further 47,500,000 Placing Shares in the Placing on the same terms.
Following the release of its audited results for the year ended 31 March 2012, the Company is pleased to announce that Messrs Cooper, Charles and Gammon, Directors of the Company, have conditionally subscribed in the Placing for in aggregate 47,500,000 Placing Shares, as set out below, at a price of 0.3p per Placing Share.
In aggregate, the Company has therefore conditionally raised £1 million before expenses through a conditional placing of 333,333,333 new ordinary shares at a price of 0.3p per Placing Share.
The 333,333,333 new ordinary shares to be issued pursuant to the Placing will be credited as fully paid and will rank pari passu in all respects with the existing ordinary shares, including the right to receive all dividends and other distributions declared on or after the date on which they are issued.
Application will be made for admission of the 333,333,333 new ordinary shares to trading on AIM ("Admission") and, subject to the requisite shareholder approval for the Placing being obtained at the General Meeting to be held on 27 June 2012, it is expected that Admission will be effective on or around 8.00 am on 28 June 2012.
Directors' participation in the Placing
The following directors of the Company are participating in the Placing at the Placing Price:
Director | Number of Placing Shares conditionally subscribed for | Amount subscribed £ | Number of shares held including Placing Shares | Percentage of enlarged issued share capital at Admission | Options held |
Simon Charles | 7,500,000 | 22,500 | 19,511,771 | 2.31 | 2,000,000 |
Matt Cooper | 25,000,000 | 75,000 | 80,139,615 | 9.47 | 19,062,500 |
David Gammon | 15,000,000* | 45,000 | 27,442,564** | 3.24 | 2,000,000 |
*includes a subscription for 8,333,333 Placing Shares for the sum of £25,000 by Sarah Gammon, the wife of David Gammon.
** The interest of David Gammon includes those of his wife.
The issue of the 47,500,000 Placing Shares to Directors of the Company is deemed a related party transaction under the AIM Rules for Companies. Shawn Taylor, Luis Solis, Brian Hays and Nick Goss, the independent directors, consider, having consulted with Northland Capital Partners Limited as the Company's Nominated Adviser, that the terms of the Directors' participation in the Placing are fair and reasonable insofar as shareholders of the Company are concerned.
Issue of options
Subject to Admission, Northland Capital Partners Limited has been issued 5,895,833 options to subscribe for new ordinary shares in the Company at a price of 0.5p per new ordinary share for a period of five years from the date of the General Meeting.
Total voting rights
Following the Admission of the 333,333,333 new ordinary shares to be issued pursuant to the the Placing, the Company's total issued share capital will comprise of 846,365,443 ordinary shares. The Company does not hold any ordinary shares in treasury. Therefore the total number of shares with voting rights in the Company will be 846,365,443. This figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company following Admission.
For further information please contact:
Imaginatik plc | Tel: 020 7917 2975 |
Matt Cooper, Chairman / Shawn Taylor, CFO | |
Northland Capital Partners Limited | Tel: 020 7796 8800 |
Gavin Burnell / Edward Hutton | |
John Howes / Alice Lane (Broking)
| |
Newgate Threadneedle | Tel: 020 7653 9850 |
Caroline Evans-Jones / Hilary Millar |
About Imaginatik
Imaginatik provides a range of Innovation solutions comprised of consultancy, enterprise software and program management to deliver innovation results to companies such as The World Bank, NYSE, The Chubb Group of Insurance Companies, Boeing, Pfizer, Goodyear, Paccar, Kellogg and Cargill. Few companies possess the internal capability to consistently generate fresh ideas, identify those worth pursuing and reliably transform them into real, value-enhancing assets. Imaginatik's mission is to help these companies build sustainable innovation competencies.
Imaginatik is a public company whose shares are traded on the AIM market of the London Stock Exchange (LSE:IMTK.L) and is a World Economic Forum Technology Pioneer with offices in Boston, MA, and Winchester, UK. For more information visit www.imaginatik.com.