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Result of Open Offer & Placing & Share Allotment

7 Oct 2020 07:00

RNS Number : 3025B
Adamas Finance Asia Limited
07 October 2020
 

ADAMAS FINANCE ASIA LIMITED

("ADAM" or the "Company")

Result of Open Offer and Placing

And

Allotment of Performance Fee Shares

Further to the announcement on 1st October 2020, the Company is pleased to announce that it has raised a total of GBP 1,991,916 (before expenses) via the Open Offer and Placing following the issue of 8,356,663 Open Offer and Placing Shares (including 389,000 Placing Commission Shares issued to ADAM's Placees). 

 

Due to internal compliance checks from the remitting bank of one Placee, GBP1,142,794 of placement monies have been delayed in transmission to the Company's bank account. The Company has been provided with confirmation of the funds transfer and remains confident of receiving the outstanding funds shortly. A further announcement will be made once the GBP1,142,794 is received and a further 4,571,177 Placing Shares (together with 237,942 Placing Commission Shares) are issued.

 

Application has been made for 8,356,663 Placing, Open Offer and Placing Commission Shares to be admitted to trading on AIM on 8th October 2020 ("Admission"). CREST members' accounts will be credited in respect of the New Ordinary Shares in uncertificated form as soon as possible after 8.00 a.m. on 8th October 2020. Dispatch of share certificates in respect of the New Ordinary Shares in certificated form (certificated holders only) is expected to occur by approximately 14th October 2020.

 

For each Open Offer or Placing Share subscribed, a Qualifying Shareholder (or, if relevant, a Placee) is also entitled to a Warrant, expiring on the date falling 36 months from Admission. All Warrants will be dispatched by approximately 14th October 2020.

 

Directors and Investment Manager's Participation in the Open Offer and Placing

 

Following the completion of this Open Offer and Placing, ADAM's Directors will beneficially own a total of 327,999 shares in the Company and as follows:

 

Director

Number of shares taken up in the Open Offer and Placing

Total number of

Ordinary Shares held following Open Offer and Placing

 

Percentage of

enlarged voting

share capital

John Croft

81,346

85,463

0.07%

Dr. George Lam

101,057

101,057

0.09%

Stuart Crocker

80,845

80,845

0.07%

Hugh, Viscount Trenchard

60,634

60,634

0.05%

John Batchelor

0

0

0%

 

 

The Company's Investment Manager, Harmony Capital Investors Limited ("Harmony Capital"), will be allotted 161,690 Placing shares.

 

As reported in the Company's 2019 Annual Report, Harmony Capital's incentive fee for the financial year ending 31st December 2019 was USD1,907,000, of which 50% of such fee is payable in ADAM shares. Consequently, the Company has also issued Harmony Capital 4,496,784 ADAM shares ("Incentive Fee Shares") calculated using the average share price prescribed in the Services Agreement between the Company and Harmony Capital as at 31st December 2019. Trading of the shares will commence on 8th October 2020. As a result, Harmony Capital's total equity in ADAM will be 6,059,306 shares which is equivalent to 5.26% of the Company's voting share capital.

 

As a result of this share allotment and the Incentive Fee Shares issued to Harmony Capital, the Company's total issued share capital (excluding 2,647,804 shares held in Treasury by the Company) will consist of 115,277,869 Ordinary Shares. All of the shares, excluding those in Treasury, have equal voting rights. The Company's total issued share capital (including those now held in Treasury) will comprise 117,925,673 Ordinary Shares. The figure of 115,277,869 Ordinary Shares 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 in their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

 

Further announcements with regard to the Company's name change taking effect after the completion of the Open Offer will be made in due course.

 

For further information on ADAM, please visit the Company's website at http://adamasfinance.com and follow the Company on Twitter (@AdamasFinance).

 

FOR FURTHER INFORMATION, PLEASE CONTACT:

 

Adamas Finance Asia Limited

+44 (0) 778 531 5588

John Croft

 

 

 

WH Ireland Limited - Nominated Adviser

+44 (0) 20 7220 1666

James Joyce

 

James Sinclair-Ford

 

 

 

Pello Capital Limited - Corporate Broker

+44 (0) 20 3700 2500

Mark Treharne

 

 

 

Maitland/AMO - Communications Advisor

+44 (0) 20 7379 5151

James Benjamin

 

Peter Hamid

 

 

About Adamas Finance Asia

Adamas Finance Asia Limited (ADAM) is quoted on the AIM Market of the London Stock Exchange and is committed to providing shareholders with attractive uncorrelated, risk adjusted long-term returns from a combination of realising sustainable capital growth and delivering dividend income.

 

The Company is focused on providing growth capital and financing to emerging and established Small and Medium Enterprises (SME) sector throughout Asia, well diversified by national geographies, instruments and asset classes. This vital segment of the economy is underserved by the traditional banking industry for regulatory and structural reasons.

 

The Company's investment manager, Harmony Capital, seeks to capitalise on its team's established investment expertise and broad networks across Asia. Through rigorous diligence and disciplined risk management, Harmony Capital is dedicated to delivering attractive income and capital growth for shareholders with significant downside protection through selectively investing in assets and proactively managing them.

 

Harmony Capital is predominately sourcing private opportunities and continues to create a strong pipeline of attractive income generating assets from potential investments in growth sectors across Asia, including healthcare, fintech, hospitality, IT and property.

 

 

 

 

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

John Croft

2

Reason for the notification

a)

Position/status

Executive Chairman

b)

Initial notification/ Amendment

Amendment

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Adamas Finance Asia Limited

b)

LEI

2138005R4IVX4O3IQ543

4

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

Description of the financial instrument, type of instrument

 

Identification code

Open Offer and Placing Shares in Adamas Finance Asia Limited

Ordinary shares

 

 

 

VGG008271246

b)

Nature of the transaction

Share Incentive Plan purchase

c)

Price(s) and volume(s)

Price(s)

Volume(s)

GBP0.25

81,346

 

d)

Aggregated information

- Aggregated volume

- Price

 

81,346

GBP 20,336.50

e)

Date of the transaction

8 October 2020

f)

Place of the transaction

Off Market

 

 

 

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

 

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Dr. George Lam

2

Reason for the notification

a)

Position/status

Non-executive Director

b)

Initial notification/ Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Adamas Finance Asia Limited

b)

LEI

2138005R4IVX4O3IQ543

4

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

Description of the financial instrument, type of instrument

 

Identification code

Placing Shares in Adamas Finance Asia Limited

Ordinary shares

 

 

 

VGG008271246

b)

Nature of the transaction

Share Incentive Plan purchase

c)

Price(s) and volume(s)

Price(s)

Volume(s)

GBP0.25

101,057

 

d)

Aggregated information

- Aggregated volume

- Price

 

101,057

GBP25,264.25

 

e)

Date of the transaction

8 October 2020

f)

Place of the transaction

Off Market

 

 

 

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

 

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Stuart Crocker

2

Reason for the notification

a)

Position/status

Non-executive Director

b)

Initial notification/ Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Adamas Finance Asia Limited

b)

LEI

2138005R4IVX4O3IQ543

4

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

Description of the financial instrument, type of instrument

 

Identification code

Placing Shares in Adamas Finance Asia Limited

Ordinary shares

 

 

 

VGG008271246

b)

Nature of the transaction

Share Incentive Plan purchase

c)

Price(s) and volume(s)

Price(s)

Volume(s)

GBP0.25

80,845

 

d)

Aggregated information

- Aggregated volume

- Price

 

80,845

GBP20,211.25

e)

Date of the transaction

8 October 2020

f)

Place of the transaction

Off Market

 

 

 

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

 

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Hugh, Viscount Trenchard

2

Reason for the notification

a)

Position/status

Non-executive Director

b)

Initial notification/ Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Adamas Finance Asia Limited

b)

LEI

2138005R4IVX4O3IQ543

4

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

Description of the financial instrument, type of instrument

 

Identification code

Placing Shares in Adamas Finance Asia Limited

Ordinary shares

 

 

VGG008271246

b)

Nature of the transaction

Share Incentive Plan purchase

c)

Price(s) and volume(s)

Price(s)

Volume(s)

GBP0.25

60,634

 

d)

Aggregated information

- Aggregated volume

- Price

 

60,634

GBP15,158.50

 

e)

Date of the transaction

8 October 2020

f)

Place of the transaction

Off Market

 

 

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