Last checked at 26 Jan 2017 18:21
CEPS PLC
("CEPS" OR THE "COMPANY")
Proposed Placing to raise £1,269,141.30
Directors' Dealings
Related Party Transactions
Proposed placing to raise £1,269,141.30
The Company is pleased to announce that it is proposing to raise gross proceeds of £1,269,141.30 by way of a placing of 3,626,118 new ordinary shares of 10 pence each ("Placing Shares") to new and existing investors, at a price of 35 pence per share ("Placing").
The Placing will be conducted by way of an accelerated book-build process which will be launched immediately following this announcement.
The net proceeds of the Placing will be used to repay the third party loan of £690,000 that was entered into at the time of the Company's acquisition of Hickton Holdings Limited (formerly RAM (1003) Limited), as set out in the Company's announcement dated 1 February 2016, and for general working capital purposes.
Directors' Dealings
Certain directors of the Company and a director of a subsidiary company are proposing to participate in the Placing, as set out in the table below.
Director | Shareholding prior to the Placing | Number of Placing Shares subscribed for | Shareholding following the Placing | % of Enlarged Share Capital |
David Horner | 2,863,672 | 1,086,328 | 3,950,000 | 29.9 |
Mark Pollard | 500,000 | 189,376 | 689,376 | 5.2 |
Nigel Maybury | 20,000 | 50,000 | 70,000 | 0.5 |
In addition, certain substantial shareholders (as defined in the AIM Rules) are proposing to subscribe for Placing Shares, as set out in the table below.
Substantial Shareholder | Shareholding prior to the Placing | Number of Placing Shares subscribed for | Shareholding following the Placing | % of Enlarged Share Capital |
Mark Thistlethwayte* | 1,643,333 | 626,667 | 2,270,000 | 17.2 |
Chelverton Growth Trust plc | 1,535,000 | 1,267,000 | 2,802,000 | 21.2 |
* Mark Thistlethwayte's existing shareholding is held through FXCM Nominees Limited (1,143,333 shares) and Praxis Trustees Limited (500,000 shares). The additional shares subscribed for will be held through FXCM Nominees Limited
Related Party Transactions
The proposed subscriptions for Placing Shares by David Horner, Mark Pollard, Nigel Maybury, Mark Thistlethwayte and Chelverton Growth Trust plc constitute related party transactions as defined by the AIM Rules. The Independent Directors of the Company in relation to these transactions are Vivien Langford and Geoff Martin. The Independent Directors of the Company consider, having consulted with Cairn Financial Advisers LLP, the Company's nominated adviser, that the terms of the transaction are fair and reasonable insofar as the Company's shareholders are concerned.
This notification contains Inside Information for the purposes of Article 7 of EU Regulation 596/2014. Upon publication of this notification, this information is now considered to be in the public domain.
Enquiries
CEPS PLC David Horner, Chairman
| +44 1225 483030 |
Cairn Financial Advisers LLP Tony Rawlinson, James Caithie, Richard Nash | +44 20 7213 0880 |