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29 Nov 2021 10:50
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION, DISTRIBUTION OR FORWARDING, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA (INCLUDING TO A U.S. PERSON AS SUCH TERM IS DEFINED UNDER REGULATION S OF THE U.S. SECURITIES ACT OF 1933, AS AMENDED, (THE "SECURITIES ACT")), CANADA, AUSTRALIA, NEW ZEALAND, JAPAN OR THE REPUBLIC OF SOUTH AFRICA OR IN OR INTO ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OR BREACH OF ANY APPLICABLE LAW OR REGULATION.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN BENCHMARK HOLDINGS PLC OR ANY OTHER ENTITY IN ANY SUCH JURISDICTION.
29 November 2021
BENCHMARK HOLDINGS PLC (THE "COMPANY")
ANNOUNCEMENT REGARDING DIRECTOR SUBSCRIPTIONS
Further to the announcement released this morning in connection with the placing of £20.7 million being undertaken by the Company (the "Placing") (the "Placing Announcement"), the Company advises that it has accepted applications from Trond Williksen, Septima Maguire, Peter George, Yngve Myhre and Atle Eide (the "Subscribers") to subscribe for, in aggregate, 295,000 ordinary shares of 0.01 pence each at a price of £0.62 per share (the "Subscription Shares"), being equal to the price being paid by investors in the Placing (the "Subscriptions"). Total proceeds being raised under the Subscriptions are approximately £0.2 million. The Subscription Shares will be allotted to the Subscribers on or around 1 December 2021.
Capitalised terms used but not defined in this Announcement have the meanings given in the Placing Announcement.
The Subscriptions are conditional, inter alia, on the Placing Agreement not being terminated prior to Admission (or such later date and/or time as the Company and Numis may agree, being no later than 8.30 a.m. on 8 December 2021).
An application has been made for the Subscription Shares to be admitted to trading on AIM. It is expected that Admission will become effective on 1 December 2021 and that dealings for normal settlement in the Subscription Shares will commence at 8.00 a.m. on 1 December 2021. The Subscription Shares will, when issued and fully paid, rank pari passu in all respects with the Ordinary Shares in issue at that time, including the right to receive all dividends and other distributions declared, made or paid after the date of Admission.
The total number of ordinary shares in the Company being issued pursuant to the Placing and the Subscriptions is 33,401,620. The Company's total issued share capital following completion of the Placing and the Subscriptions will consist of 703,779,104 ordinary shares of 0.1 pence each with one voting right per share (assuming no options or warrants are exercised in the period between this announcement and Admission). This figure of 703,779,104 ordinary shares may be used by shareholders as the denominator for the calculations by which they can determine if they are required to notify their interest in, or a change to their interest in, the Company following Admission.
The Subscribers are PDMRs of the Company. The Notification of Dealing Form for each Subscriber can be found below. This notification is made in accordance with the Market Abuse Regulation (EU) no. 596/2014 (as amended) as it forms part of the domestic law of the United Kingdom by virtue of the European Union (Withdrawal) Act 2018 (as amended).
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Trond Williksen | ||||||
2 | Reason for the notification | |||||||
a) | Position/status | Director | ||||||
b) | Initial notification/ Amendment | Initial notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a) | Name | Benchmark Holdings plc | ||||||
b) | LEI | 2138001UQHM4VZGXUJ19 | ||||||
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 | Ordinary shares in Benchmark Holdings plc
GB00BGHPT808 | ||||||
b) | Nature of the transaction | Share acquisition | ||||||
c) | Price(s) and volume(s) |
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d) | Aggregated information - Aggregated volume - Price |
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e) | Date of the transaction | 29 November 2021 | ||||||
f) | Place of the transaction | Outside a trading venue | ||||||
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Septima Maguire | ||||||
2 | Reason for the notification | |||||||
a) | Position/status | Director | ||||||
b) | Initial notification/ Amendment | Initial notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a) | Name | Benchmark Holdings plc | ||||||
b) | LEI | 2138001UQHM4VZGXUJ19 | ||||||
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 | Ordinary shares in Benchmark Holdings plc
GB00BGHPT808 | ||||||
b) | Nature of the transaction | Share acquisition | ||||||
c) | Price(s) and volume(s) |
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d) | Aggregated information - Aggregated volume - Price |
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e) | Date of the transaction | 29 November 2021 | ||||||
f) | Place of the transaction | Outside a trading venue | ||||||
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Peter Lutz George | ||||||
2 | Reason for the notification | |||||||
a) | Position/status | Chair | ||||||
b) | Initial notification/ Amendment | Initial notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a) | Name | Benchmark Holdings plc | ||||||
b) | LEI | 2138001UQHM4VZGXUJ19 | ||||||
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 | Ordinary shares in Benchmark Holdings plc
GB00BGHPT808 | ||||||
b) | Nature of the transaction | Share acquisition | ||||||
c) | Price(s) and volume(s) |
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d) | Aggregated information - Aggregated volume - Price |
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e) | Date of the transaction | 29 November 2021 | ||||||
f) | Place of the transaction | Outside a trading venue | ||||||
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Yngve Myhre | ||||||
2 | Reason for the notification | |||||||
a) | Position/status | Director | ||||||
b) | Initial notification/ Amendment | Initial notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a) | Name | Benchmark Holdings plc | ||||||
b) | LEI | 2138001UQHM4VZGXUJ19 | ||||||
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 | Ordinary shares in Benchmark Holdings plc
GB00BGHPT808 | ||||||
b) | Nature of the transaction | Share acquisition | ||||||
c) | Price(s) and volume(s) |
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d) | Aggregated information - Aggregated volume - Price |
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e) | Date of the transaction | 29 November 2021 | ||||||
f) | Place of the transaction | Outside a trading venue | ||||||
1 | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name | Atle Eide | ||||||
2 | Reason for the notification | |||||||
a) | Position/status | Director | ||||||
b) | Initial notification/ Amendment | Initial notification | ||||||
3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a) | Name | Benchmark Holdings plc | ||||||
b) | LEI | 2138001UQHM4VZGXUJ19 | ||||||
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 | Ordinary shares in Benchmark Holdings plc
GB00BGHPT808 | ||||||
b) | Nature of the transaction | Share acquisition | ||||||
c) | Price(s) and volume(s) |
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d) | Aggregated information - Aggregated volume - Price |
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e) | Date of the transaction | 29 November 2021 | ||||||
f) | Place of the transaction | Outside a trading venue | ||||||
For further information from Benchmark Holdings plc, please contact:
Benchmark Holdings plc | Tel: 020 3696 0630 |
Trond Williksen, CEO |
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Septima Maguire, CFO |
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Ivonne Cantu, Investor Relations |
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Numis Securities Ltd (NOMAD) | Tel: 020 7260 1000 |
James Black, Freddie Barnfield, Duncan Monteith |
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This Announcement should be read in its entirety. In particular, you should read and understand the information provided in the "Important Notices" section below.
MHP Communications | Tel: 020 3128 8990 / 8742 |
Katie Hunt, Reg Hoare, Alistair de Kare-Silver, Charlie Protheroe | benchmark@mhpc.com |
IMPORTANT NOTICES
This Announcement has been prepared by, and is the sole responsibility of, the Directors of Benchmark Holdings plc.
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