Last checked at 17 Dec 2021 16:15
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF LOCAL APPLICABLE SECURITIES LAWS OR REGULATIONS.
PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION (EU) NO 596/2014 ("MAR") WHICH IS PART OF UK LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018. UPON publication of this announcement, the inside information is now considered to be in the public domain for the purposes of MAR.
The Conygar Investment Company PLC
(the "Company" or "Conygar")
Result of Placing
Successful Placing raising gross proceeds of approximately £10.7 million
The Conygar Investment Company PLC is pleased to announce the completion of the placing announced earlier today, 17 December 2021 (the "Placing").
The Placing was conducted by way of accelerated bookbuild. The book build process has now closed and the Company is pleased to announce that, due to good levels of demand, 7,138,998 Placing Shares have been conditionally placed with certain institutional and other investors at a Placing Price of 150 pence per Placing Share, raising gross proceeds of approximately £10.7 million for the Company.
All of the directors of the Company participated in the Placing for 704,000 Placing Shares in aggregate, at the Placing Price.
The Placing and settlement
The Placing Shares when issued, will represent approximately 12.0 per cent. of the Company's enlarged ordinary share capital.
The Placing Shares, when issued, will be credited as fully paid and will rank pari passu in all respects with the existing Ordinary Shares.
The placing of up to 5 million Placing Shares pursuant to the Placing will use the existing shareholder authorities available to the Company which were granted by Shareholders at the 2020 AGM, and the placing of Placing Shares in excess of 5 million Placing Shares will use the shareholder authorities proposed to be made available to the Company at the 2021 AGM and will therefore be conditional upon the approval of the relevant resolutions by Shareholders at the 2021 AGM. The Placing is also conditional, inter alia, on the Admission of the Placing Shares to AIM and the Placing Agreement not being terminated in accordance with its terms. Application has been made to the London Stock Exchange for the Placing Shares to be admitted to trading on AIM. It is expected that Admission will become effective and that dealings in the Placing Shares will commence on or around 8.00 a.m. on 22 December 2021.
Directors' participation
The Directors participated in the Placing as outlined below:
Name | Position | Number of Placing Shares | Ordinary Shares following the Placing | Holding as a % of enlarged ordinary share capital |
Nigel Hamway | Non-Executive Chairman | 100,000 | 1,189,700 | 1.99% |
Bim Sandhu | Non-Executive Director | 392,500 | 4,500,000 | 7.55% |
Robert Ware | Chief Executive Officer | 147,500 | 4,750,000 | 7.96% |
Freddie Jones | Property Director | 15,000 | 179,200 | 0.30% |
Christopher Ware | Property Director | 34,000 | 1,113,335 | 1.87% |
David Baldwin | Finance Director and Company Secretary | 15,000 | 15,000 | 0.03% |
Total voting rights
Following Admission, the total issued share capital of the Company will be 59,638,588 Ordinary Shares of 5 pence each. The Company does not hold any Ordinary Shares in treasury. The above 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 in their interest in, the share capital of the Company under the applicable legal and regulatory requirements.
Capitalised terms used in this announcement, which have not been defined have the meanings given to them in the announcement made by the Company earlier today announcing the Placing, unless the context provides otherwise.
Enquiries:
The Conygar Investment Company PLCRobert Ware / David Baldwin
| 020 7258 8670 |
Liberum Capital Limited - Bookrunner, Nominated Adviser and Broker Richard Lindley / Jamie Richards / Edward Phillips / Lydia Zychowska
| 020 3100 2222 |
Temple Bar Advisory (Public Relations)Alex Child-Villiers William Barker
|
07795 425580 07827 960151
|
IMPORTANT NOTICE
This announcement contains inside information for the purposes of Article 7 of MAR. Upon publication of this announcement, the inside information is now considered to be in the public domain for the purposes of MAR. The person responsible for arranging the release of this announcement on behalf of the Company is David Baldwin.
The information contained in this announcement is for information purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy, fairness or completeness.
This announcement is not for publication or distribution, directly or indirectly, in or into the United States of America. This announcement is not an offer of securities for sale in the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.
This announcement and the information contained herein is not for release, publication or distribution, directly or indirectly, in whole or in part, in, into or within Australia, Canada, New Zealand, Japan, South Africa or any other jurisdiction where to do so might constitute a violation of the relevant laws or regulations of such jurisdiction.
This announcement is for information purposes only and is not intended to and does not contain or constitute or form part of any offer or any solicitation to purchase or subscribe for securities in Australia, Canada, New Zealand, Japan, South Africa or any other state or jurisdiction in which such offer or solicitation is not authorised or to any person to whom it is unlawful to make such offer or solicitation. Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdictions.
This announcement does not constitute a prospectus or offering memorandum or an offer in respect of any securities and is not intended to provide the basis for any decision in respect of the Company or other evaluation of any securities of the Company or any other entity and should not be considered as a recommendation that any investor should subscribe for or purchase any such securities.
This announcement has been issued by, and is the sole responsibility of, the Company. No undertaking, representation, warranty or other assurance, express or implied, is made or given by or on behalf of the Company or any member of the Company's group, Liberum Capital Limited ("Liberum") or any of their respective directors, officers, partners, employees, agents or advisers or any other person as to the accuracy or completeness of the information or opinions contained in this announcement and no responsibility or liability is accepted by any of them for any such information or opinions or for any errors, omissions or misstatements, negligence or otherwise in this announcement.
Liberum, which is a member of the London Stock Exchange, is authorised and regulated in the UK by the Financial Conduct Authority ("FCA") and is acting as nominated adviser, broker and sole bookrunner to the Company in connection with the Placing and Admission. Liberum is not acting for, and will not be responsible to, any person other than the Company for providing the protections afforded to its customers or for advising any other person on the contents of this announcement or on any transaction or arrangement referred to in this announcement. Liberum's responsibilities as the Company's nominated adviser under the AIM Rules are owed solely to the London Stock Exchange and are not owed to the Company, any director of the Company or to any other person. No representation or warranty, express or implied, is made by Liberum as to, and no liability is accepted by Liberum in respect of, any of the contents of this announcement.
The information in this announcement may not be forwarded or distributed to any other person and may not be reproduced in any manner whatsoever. Any forwarding, distribution, reproduction, or disclosure of this information in whole or in part is unauthorised. Failure to comply with this directive may result in a violation of applicable securities laws and regulations of other jurisdictions.
This announcement contains (or may contain) certain forward-looking statements with respect to certain of the Company's current expectations and projections about future events and the Company's future financial condition and performance. These statements, which sometimes use words such as "aim", "anticipate'', "believe", "may", "will", "should", "intend", "plan", "assume'', "estimate", "expect' (or the negative thereof) and words of similar meaning, reflect the current beliefs and expectations of the directors of the Company and/or the Manager and involve known and unknown risks, uncertainties and assumptions, many of which are outside the Company's control and difficult to predict, that could cause actual results and performance to differ materially from any expected future results or performance expressed or implied by the forward-looking statement.
The information contained in this announcement speaks only as of the date of this announcement and is subject to change without notice and the Company does not assume any responsibility or obligation to, and does not intend to, update or revise publicly or review any of the information contained to this announcement, whether as a result of new information, future events or otherwise, except to the extent required by the FCA, the London Stock Exchange or by applicable law. These forward-looking statements reflect the Company's judgment at the date of this announcement and are not intended to give any assurance as to future results.