13 May 2013 12:16
13 May 2013
Imaginatik Plc
("Imaginatik" or "the Company")
Result of General Meeting and Total Voting Rights
Imaginatik plc (AIM: IMTK.L), the world's first full service innovation provider offering a range of technology products and consultancy, is pleased to announce that, at the General Meeting held today, the resolution set out in the circular dated 26 April 2013 ("the Circular") was passed without amendment.
The Company is also pleased to announce that, pursuant to the Remuneration Re-investment Programme set out in the Circular, the Directors listed below have committed to subscribe for a total of 262,400,000 new Ordinary Shares at the Placing Price, being 0.0625 pence per new Ordinary Share. These shares comprise (i) 52,800,000 new Ordinary Shares the consideration for which is being funded by the Company pursuant to loan agreements with the relevant Directors ("Director Loan Shares") and (ii) 209,600,000 new Ordinary Shares to be issued following the contractual exercise of options which have been granted under the Imaginatik plc Enterprise Management Incentive Scheme ("EMI Option Shares"), as follows:
Director | Director Loan Shares | EMI Option Shares | Re- investment amount |
Matt Cooper | 179,200,000 | £112,000 | |
Shawn Taylor | 14,400,000 | £9,000 | |
Nick Goss | 16,000,000 | £10,000 | |
Luis Solis | 12,800,000 | £8,000 | |
Simon Charles | 40,000,000 | £25,000 | |
Total | 52,800,000 | 209,600,000 | £164,000 |
Loan repayments will be made by deduction from the amounts payable to the relevant Director under his employment contract or other agreement with the Company. The EMI Option Shares will be issued in tranches between 31 May 2013 and 31 March 2014; the consideration for the option exercise will likewise be funded by the relevant Director by deduction from the amounts payable under his employment contract or other agreement with the Company.
The size of the Placing has increased by 6,640,000 new Ordinary Shares to 2,019,750,000 new Ordinary Shares as a result of employee demand.
Directors' interests
The following table sets out the interests of the Directors in the issued Ordinary Shares of the Company following Admission:
Director | Number of Ordinary Shares following Admission | % |
Matt Cooper | 349,725,613 | 11.98% |
David Gammon | 123,442,564 | 4.23% |
Shawn Taylor | 21,005,300 | 0.72% |
Nick Goss | 16,000,000 | 0.55% |
Simon Charles | 59,511,771 | 2.04% |
Luis Solis | 12,800,000 | 0.44% |
Note: The above table excludes (i) the Directors' interests to subscribe for new Ordinary Shares under options granted to them by the Company, and (ii) the interest of Mr Charles in 54,053,815 Ordinary Shares which he holds on trust for the benefit of the Company following the conclusion of the litigation proceedings in the Company's favour against its former chief executive, Mark Turrell. Mr Charles is interested in a further 10,385,998 Ordinary Shares which he holds on trust for the benefit of Mr Cooper following the litigation referred to above - Mr Cooper's interest in these shares is reflected in the above table.
Applications for admission to trading on AIM
Application has been made for admission to trading on AIM of (i) the 2,019,750,000 new Ordinary Shares to be issued pursuant to the Placing announced on 26 April 2013 and (ii) the 52,800,000 Director Loan Shares ("Admission"). It is expected that Admission will become effective at 8.00 a.m. on 14 May 2013.
Application has been made for the admission to trading on AIM of a block listing of up to 209,600,000 new Ordinary Shares to be issued under the Imaginatik plc Enterprise Management Incentive Scheme. It is expected that the block admission will become effective at 8.00 a.m. on 15 May 2013.These shares will be allotted upon receipt of a notice of exercise. Once issued, the new Ordinary Shares will rank pari passu in all respects with the Company's existing ordinary shares.
Total voting rights
Following Admission, the Company's total issued share capital will comprise of 2,918,915,443 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 2,918,915,443. 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, Executive Chairman / Shawn Taylor, CFO | |
finnCap Ltd | Tel: 020 7220 0500 |
Victoria Bates | |
Northland Capital Partners Limited | Tel: 020 7796 8800 |
Edward Hutton / William Vandyk | |
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, The Chubb Group of Insurance Companies, State Farm, Exxon Mobil, Pfizer, Goodyear, the Yorkshire Building Society, Pitney Bowes 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 Fareham, UK. For more information visit www.imaginatik.com.