21 Oct 2016 16:00
21 October 2016
Bagir Group Ltd.
("Bagir" or the "Company")
Result of EGM
Directors' holdings and total voting rights
Result of EGM
On 15 September 2016 Bagir (AIM: BAGR), a designer, creator and provider of innovative tailoring, announced that it has conditionally raised gross proceeds of £6.4 million through a placing and subscription of, in aggregate, 183,236,754 new ordinary shares (the "New Ordinary Shares") at a price of 3.5 pence per new ordinary share (the "Placing"). The placing was arranged by N+1 Singer.
The Company is pleased to announce that at the Extraordinary General Meeting held earlier today all resolutions proposed were duly passed and accordingly the Placing will complete upon admission of the New Ordinary Shares to trading on AIM expected on or around 25 October 2016.
Issue of equity
Application has been made to the London Stock Exchange for the New Ordinary Shares together with the 20,551,247 ordinary shares to be issued to Bank Leumi Le Israel B.M. and Discount Bank Ltd. (the "Lenders") to be admitted to trading on the AIM market of the London Stock Exchange. It is expected that admission will become effective on or around 25 October 2016 ("Admission").
Further background on the issue of shares to the Lenders is set out in the Company's announcement on 25 July 2016. Bank Leumi Le Israel B.M. will receive 12,330,748 shares and Discount Bank Ltd will receive 8,220,499 shares under the refinancing agreement.
Total voting rights
Following Admission the number of ordinary shares of 0.04 New Israeli Shekels each in the capital of the Company in issue and number of voting rights will be 254,216,661. The above figure may be used by shareholders as the denominator for the calculations by which they will determine whether they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.
Directors' holdings
Immediately following Admission, the Directors will together hold an aggregate of 1,185,508 shares, representing 0.46 per cent. of the share capital as enlarged by the Placing and issue of shares to the Lenders, as set out in the table below:
| Number of shares post Admission | Percentage of enlarged share capital post Admission |
Tessa Laws*** | 310,390 | 0.12% |
Eran Itzhak | 286,000 | 0.11% |
Samuel Vlodinger | 419,333 | 0.16% |
Donald Stewart** | 143,000 | 0.06% |
Marc Zalcman* | - | - |
Udi Cohen | - | - |
Fiona Holmes | 26,785 | 0.01% |
* Marc Zalcman owns the entire issued share capital of Man Capital Holdings Ltd. which owns 2.08% of the current issued share capital of the Company. Man Capital Holdings Ltd. also owns 14 per cent. of S.G. Textile Holdings Ltd.. S.G. Textile Holdings Ltd. owns 1.14 per cent. of the issued share capital of the Company. The remaining 86 per cent. of S.G. Textile Holdings Ltd is owned by Siverboim Holdings Ltd., a company wholly owned by Zvika Barinboim. Zvika Barinboim is also the sole owner of Barinboim Properties Ltd, a substantial Shareholder of the Company. Man Capital Holdings Ltd. is subscribing for 7,846,720 Subscription Shares as part of the Placing.
** Donald Stewart's shares will be held through Ruscombe Management Services Limited.
*** 286,000 of Tessa Laws' shares will be held through her SIPP, the custodian of which is Hargreaves Lansdown (Nominees) Ltd.
For further information, please contact:
Bagir Group Ltd. Tessa Laws, Non-Executive Chairman Eran Itzhak, Chief Executive Officer Udi Cohen, Chief Financial Officer
| +972-8-687-3917 |
N+1 Singer Alex Price Sandy Ritchie
| +44 (0) 20 7496 3000 |
Novella +44 (0) 20 3151 7008
Tim Robertson
Toby Andrews