Last checked at 9 Nov 2016 07:00
Cyan Holdings plc("CyanConnode" or the "Group")
Issue of Equity
CyanConnode (AIM: CYAN.L), the world leader in narrowband RF networks for Omni IoT communications is pleased to announce that Nightingale Investment Company Limited ("Nightingale"), Fataarc Limited ("Fataarc") and other existing shareholders have agreed to invest a further £1,210,000 in the Group by way of a subscription for 605,000,000 ordinary shares of 0.01 pence each ("Subscription Shares") at a price of 0.2p per Subscription Share (the "Subscription").
Biggles Enterprises Limited ("Biggles") and Fataarc have together invested £3,050,000 into CyanConnode equity in June and October 2016. Nightingale and Fataarc (which are associated with Biggles) have now agreed to invest a further £1,050,000.
The investments are being made by way of a subscription for 605,000,000 Subscription Shares at a price of 0.20 pence per share (the "Issue Price"). The Issue Price represents a premium of 11.1% to the last investment made by Biggles and Fataarc on 3 October 2016 at a price of 0.18 pence per share. The Issue Price represents a discount of 2.4 per cent. to the Group's mid-market closing price on 8 November 2016, being the last business day prior to the publication of this announcement.
The Subscription has been undertaken pursuant to the general authorities granted to the board of directors at the general meeting of the Group held on 30 June 2016 and therefore no further shareholder approval is required. The Subscription is not underwritten and is conditional only upon admission of the Subscription Shares to trading on AIM. Application will be made for the admission of the Subscription Shares to trading on AIM and it is expected that the Subscription Shares will be admitted to trading on AIM at 8.00 a.m. on 14 November 2016 ("Admission"). The Subscription Shares will be issued credited as fully paid and will rank pari passu in all respects with the Group's existing ordinary shares of 0.01 pence each. The Subscription Shares are not being made available to the public and are not being offered or sold in or into any jurisdiction where it would be unlawful to do so.
Related Party Transaction
John Stamp is a substantial shareholder of the Company, being interested in 11.04 per cent of the Company's share capital through Biggles. Nightingale (being an associate company of John Stamp) constitutes a related party of the Group and its participation in the Subscription is considered a related party transaction under the AIM Rules for Companies. The Directors of CyanConnode, having consulted with the Group's nominated adviser, Cantor Fitzgerald Europe, consider that the terms of Nightingale's investment are fair and reasonable insofar as the Group's shareholders are concerned.
Following Admission, John Stamp will be interested in 2,166,666,666 ordinary shares of 0.01 pence each, representing 13.80 per cent of the Company's issued share capital.
Total Voting Rights
Following Admission, the Group's total issued share capital will be 15,702,667,349 ordinary shares of 0.01 pence each. This figure may be used by shareholders as the denominator by which they will determine if they are required to notify their interest in, or a change to their interest in, the Group under the Disclosure and Transparency Rules.
John Cronin, Executive Chairman of Cyan, commented:
"I was delighted to be approached by Nightingale and Fataarc wishing to make an investment in CyanConnode, as well as other existing shareholders, and the Group is very appreciative of their continued support."
The information contained within this announcement is deemed by the Group to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 ("MAR"). This inside information is now considered to be in the public domain.
Enquiries:
Cyan Holdings plc | Tel: +44 (0) 1223 225060 |
John Cronin, Executive Chairman | www.cyanconnode.com |
Cantor Fitzgerald Europe - Nomad and Broker | Tel: +44 20 7894 7000 |
Andrew Craig / Richard Salmond | |
Beaufort Securities Limited - Joint Broker | Tel: +44 (0) 20 7382 8300 |
Jon Belliss | |
Walbrook PR - Financial PR | Tel: +44(0) 20 7933 8780 |
Paul Cornelius/Nick Rome
| cyanconnode@walbrookpr.com |
About CyanConnode
CyanConnode is a world leader in narrowband RF mesh networks that enable Omni IoT communications. Cyan's Ultimesh provides narrowband RF mesh network, optimised for exceptional performance and total cost of ownership and Connode's Panmesh delivers standards-based IPv6 solutions, enabling rapid innovation for the implementation of 3rd party applications. The Group provides customers with the flexibility and choice required to converge networks for applications in smart cities and IoT, delivering increased customer value.
For more information, please visit www.cyanconnode.com.