25 Jul 2016 12:34
25 July 2016
Frontier Resources International plc
('Frontier Resources International' or the 'Company') to be renamed Concepta PLC
RESULT OF GENERAL MEETINGS AND OPEN OFFER
Result of Meetings
Frontier Resources International plc (AIM:FRI) announces that, at the General Meetings of the Company held earlier today, all resolutions were duly passed.
The Share Consolidation, whereby every 250 existing ordinary shares of 0.01p will be consolidated into 1 new ordinary share of 2.5p ("New Ordinary Shares"), and such that the 5,200,000,000 existing ordinary shares of 0.01p are consolidated into 20,800,000 New Ordinary Shares will take place at 5.00pm this evening.
The change of the Company's name to Concepta PLC (AIM: CPT), a pioneering UK healthcare company that has developed proprietary products and a platform, which targets the personalised mobile health market with a primary focus on women's fertility and specifically unexplained infertility, will become effective upon the registration of the Company's change of name at Companies House, and is expected later this afternoon. A further announcement will be made in due course.
Additionally, the following proposals become unconditional in all respects upon Admission of the Enlarged Share Capital to trading on AIM, which is expected to occur at 8.00 a.m. on Tuesday 26 July 2016:
· the acquisition by the Company of the entire issued share capital of Concepta Diagnostics Limited, resulting in the issue of 30,343,950 New Ordinary Shares;
· the issue of 32,050,342 New Ordinary Shares under the Firm Placing, 1,373,330 New Ordinary Shares under the Subscription, 10,833,333 New Ordinary Shares under the Debt Conversion, 13,759,618 New Ordinary Shares under the Conditional Placing with clawback under the Open Offer (see below under "Open Offer"); and
· Erik Henau and Dr Mark Wyatt join the Board as Chief Executive and Non-Executive Director respectively.
The Enlarged Ordinary Share Capital of the Company, comprising 109,160,573 New Ordinary Shares, will trade under the ISIN GB00BYZ2R301.
Open Offer
The Company received valid applications under the Open Offer from Qualifying Shareholders in respect of 26,987,695 New Ordinary Shares, representing 196% of the 13,759,618 shares available under the Open Offer. As a result, excess applications have been scaled back in accordance with the Terms & Conditions of the Open Offer. Qualifying Shareholders who subscribed for excess shares will be notified of their allocations shortly by post.
The Offer Shares have been clawed back from the conditional placees, as set out in the Company's announcement of 7 July 2016.
Terms defined in the Admission Document (which was issued on 7 July 2016) have the same meaning in this announcement. A copy of the Admission Document can also be viewed on the Company's website.
Following Admission of all the shares referred to above, the shares held by members of the Concert Party, and as a percentage of the Enlarged Share Capital will be as follows:
Name | Number of Shares | % of Enlarged Share Capital |
Steven Lee | 2,412,050 | 2.21 |
Michael Catt | 2,240,100 | 2.05 |
Zhang Zhi Gang | 2,461,783 | 2.26 |
Robert Porter | 2,528,450 | 2.32 |
Angel Co Fund | 11,668,267 | 10.69 |
David Evans | 2,834,033 | 2.60 |
Neil McArthur | 1,999,750 | 1.83 |
Clare Hughes | 1,999,750 | 1.83 |
Andrew Parker | 1,333,800 | 1.22 |
Steven Lister/ Debbie Heath | 1,000,350 | 0.92 |
David Groves | 666,900 | 0.61 |
Alan Halsall | 666,900 | 0.61 |
David Gare | 266,950 | 0.24 |
Richard Faulkner | 66,500 | 0.06 |
Adam Reynolds | 1,155,555 | 1.06 |
Total | 33,301,138 | 30.51 |
In addition, the holdings of other directors following their previously announced participation in the Open Offer are as follows:
Name No of shares held % of Enlarged Share Capital
Barbara Spurrier 246,057* 0.23%
* 100,952 of these shares are held by CFPro Limited, a company with which Barbara Spurrier is connected.
Buyback of deferred shares
The Company has now bought back all the Deferred Shares of 0.9p each and all of the "A" Deferred Shares of 0.09p each, and all such shares have now been cancelled.
Total voting rights
Following the issue of the new Ordinary Shares, the Company's issued share capital consists of 109,160,573 Ordinary Shares, with voting rights. This figure may be used by shareholders in the Company as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.
-ENDS-
Enquiries:
The Company
Adam Reynolds, Chairman
Tel: +44 (0) 7785 908158
SPARK Advisory Partners Limited (Nomad)
Neil Baldwin/Mark Brady
Tel: +44 (0)20 368 3550
Beaufort Securities Limited (Broker)
Jon Belliss
Tel: +44 (0)20 7382 8300
Yellow Jersey PR Limited (Financial PR)
Felicity Winkles/ Joe Burgess/ Josh Cole
Tel: +44 (0) 7748 843 871