Last checked at 20 Sep 2022 07:00
Prior to publication, the information contained within this announcement was deemed by the Company to constitute inside information as stipulated under the UK Market Abuse Regulation. With the publication of this announcement, this information is now considered to be in the public domain.
20 September 2022
Braveheart Investment Group Plc
("Braveheart", the "Company" or the "Group")
Placing and subscription to raise £750,000
Braveheart Investment Group (AIM: BRH), announces that the Company has raised £750,000 (before expenses) by way of a placing of and subscription for new ordinary shares of 2p each ("Ordinary Shares") in the Company (together, the "Fundraise"), at an issue price of 10.25p pence per share (the "Issue Price").
The Company has issued 1,951,220 new Ordinary Shares ("Placing Shares") at the Issue Price pursuant to a placing, raising gross proceeds of £200,000.05 before expenses (the "Placing"). The Placing has been arranged by Peterhouse Capital Limited.
In addition, the Company has entered into a direct subscription with Trevor Brown, Chief Executive Officer, for a total of 5,365,853 new Ordinary Shares (the "Subscription Shares"), raising a total of £550,000 (the "Subscription"). Trevor Brown has undertaken to the Company that he will not dispose of any of the Subscription Shares for a period of one year from the date of admission to trading on the AIM market of the Subscription Shares, without the prior written consent of the Company and the Company's Nomad.
A total of 7,317,073 new Ordinary Shares (together the "Fundraise Shares") are to be issued at the Issue Price. The Fundraise has been conducted utilising the Company's existing share authorities granted at the Annual General Meeting of the Company held on 13 July 2022. The Fundraise is conditional, inter alia, on admission of the Fundraise Shares to trading on AIM ("Admission") becoming effective.
The Fundraise has been undertaken by the Company to enable it to be in sufficient funds to be able to support its current investee companies from a position of strength should the need arise for further funds and to be able to make opportunistic new investments.
Director's holding
Trevor Brown's total beneficial interest following this transaction will be 12,429,424 Ordinary Shares, representing approximately 19.51% of the voting rights in the Company's enlarged share capital following the issue of the Subscription Shares. The FCA notification, made in accordance with the requirements of the UK Market Abuse Regulation, is appended below.
Related Party Transaction
The subscriber for the Subscription Shares is Trevor Brown, who is the CEO and a Director of Braveheart and, therefore, the transaction is treated as a related party transaction under the AIM rules. The independent directors, being Qu Li, Susan Hagan and Vivian Hallam, consider, having consulted with Allenby Capital Limited, the Company's Nominated Adviser, that the terms of the Subscription and the issue of the Subscription Shares are fair and reasonable insofar as the shareholders of Braveheart are concerned.
Admission of the Fundraise Shares
Application has been made for the 7,317,073 Fundraise Shares to be admitted to trading on AIM ("Admission"), which is expected to take place on or around 26 September 2022. Once issued, the Fundraise Shares will rank pari passu in all respects with the existing Ordinary Shares of the Company.
Total Voting Rights
Following Admission, the Company's issued ordinary share capital will consist of 63,723,489 Ordinary Shares, all of which carry one voting right per share. The Company does not hold any Ordinary Shares in treasury. Therefore, the total number of Ordinary Shares and voting rights in the Company will be 63,723,489. With effect from Admission, this figure may be used by shareholders 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 Company under the FCA's Disclosure Guidance and Transparency Rules.
For further information: | ||||||||||||||||||
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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
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a)
| Name
| Trevor Brown
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2
| Reason for the notification
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a)
| Position/status
| Chief Executive Officer
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b)
| Initial notification /Amendment
| Initial Notification | |
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
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a)
| Name
| Braveheart Investment Group plc | |
b)
| LEI
| 2138006HQ3COMU626I61 | |
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 of 2 pence each in Braveheart Investment Group plc
GB00B13XV322 | |
b)
| Nature of the transactions
| issue of new Ordinary Shares | |
c)
| Price(s) and volume(s)
| Price(s)
10.25p
| Volume(s)
5,365,853 |
d)
| Aggregated information - Aggregated volume - Price - Principal amount
|
5,365,853 10.25p £ 549,999.93 | |
e)
| Dates of the transaction
| 16 September 2022 | |
f) | Place of transaction | Outside a trading venue
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