Last checked at 1 Feb 2021 10:50
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR IN OR INTO ANY OTHER JURISDICTION WHERE TO DO SO WOULD BREACH ANY APPLICABLE LAW OR REGULATION.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT ITSELF CONSTITUTE AN OFFER FOR SALE OR SUBSCRIPTION OF ANY SECURITIES IN THE COMPANY OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES OF HARDIDE PLC IN ANY JURISDICTION.
UNLESS OTHERWISE INDICATED, CAPITALISED TERMS USED IN THIS ANNOUNCEMENT HAVE THE MEANINGS GIVEN TO THEM IN THE COMPANY'S ANNOUNCEMENT OF 7:00 AM ON 1 FEBRUARY 2021.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN ARTICLE 11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS (SI 2019/310).
UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
1 February 2021
Hardide plc
("Hardide" or "the Company")
Result of Fundraising
Hardide plc (AIM: HDD), the developer and provider of advanced surface coating technology, is pleased to announce that, further to the announcement made at 7:00 a.m. this morning (the "Fundraising Announcement"), it has successfully completed the Fundraising which is now closed.
The Company has raised total gross proceeds of approximately £790,000 through the Fundraising. The Fundraising comprises the issue of 614,886 Placing Shares and 1,944,986 Subscription Shares, in each case at the Issue Price of 30.9 pence per new Ordinary Share. The Company also expects shortly to receive the proceeds of the CBILS loan of £250,000. The Company is therefore pleased to have raised net new financing of approximately £1 million.
Robert Goddard, Chairman of Hardide, commented: "We are delighted to receive additional support from investors as the Group takes the prudent measure to increase its cash reserves. As the global economy recovers, the Group retains its positive outlook and expectation that demand will return and continue on the upward trajectory that was established before the effects of the pandemic. It is a mark of our confidence that the Board have contributed to the fundraise."
Directors' participation in the Fundraising
Certain of the Company's directors have agreed to subscribe for new Ordinary Shares at the Issue Price (the "Participating Directors"). The number of Subscription Shares subscribed for by each of the Participating Directors pursuant to the Fundraising, and their resulting shareholdings on Admission, are set out below:
As at the date of this announcement | Immediately following Admission | ||||||
Name | Role | No. of existing Ordinary Shares | Percentage of existing Ordinary Share capital | No. of new Ordinary Shares subscribed for | No. of Ordinary Shares held following Admission | Percentage of Enlarged Share Capital | |
Andrew Boyce | Non-Executive Director | 6,761,693 | 12.71% | 226,538* | 6,988,231* | 12.51% | |
Robert Goddard | Chairman | 406,807 | 0.76% | 64,725 | 471,532 | 0.84% | |
Philip Kirkham | CEO | 101,490 | 0.19% | 16,182 | 117,672 | 0.21% | |
Yuri Zhuk | Technical Director | 157,027 | 0.30% | 9,709 | 166,736 | 0.30% | |
Tim Rice | Non-Executive Director | 17,916 | 0.03% | 9,709 | 27,625 | 0.05% | |
* Robert Boyce, father of Andrew Boyce, is subscribing for 226,538 Ordinary Shares in the Subscription. The subsequent holding of Andrew Boyce includes that of his father and other associates.
Related Party Transactions
The participation of each of the Participating Directors in the Fundraising constitutes a related party transactions for the purposes of Rule 13 of the AIM Rules for Companies (the "AIM Rules"). Simon Hallam, finance director, is not participating in the Fundraising and he considers, having consulted with the Company's nominated adviser, finnCap, that the terms upon which the Participating Directors are subscribing in the Fundraising are fair and reasonable insofar as the Company's shareholders are concerned.
Marlborough Nano-Cap Growth Fund ("Marlborough") has agreed to subscribe for, in aggregate, 242,718 Placing Shares. Marlborough is a related party of the Company for the purposes of the AIM Rules by virtue of its status as a substantial shareholder in the Company (as defined by the AIM Rules), when taken together with Canaccord Genuity Ltd and Canaccord Genuity Wealth Ltd. The directors of the Company (the "Directors") consider, having consulted with the Company's nominated adviser, finnCap, that the terms upon which Marlborough has participated in the Placing are fair and reasonable insofar as the Company's shareholders are concerned.
Admission and Total Voting Rights
Application has been made to London Stock Exchange plc for Admission of the 2,656,959 new Ordinary Shares to be issued pursuant to the Fundraising (including in respect of satisfaction of certain associated fees and together referred to as the "Fundraising Shares") to trading on AIM. It is expected that the Fundraising Shares will be admitted to trading on AIM at 8.00 a.m. on 3 February 2021 (or such later date as may be agreed between the Company and finnCap, but no later than 8:00 a.m. on 17 February 2021).
Following Admission of the Fundraising Shares, the total number of Ordinary Shares in the Company will be 55,875,645. 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 and Transparency Rules.
Enquiries: | |
Hardide plc Robert Goddard, Non-Executive Chairman Philip Kirkham, CEO Jackie Robinson, Communications Manager |
Tel: +44 (0) 1869 353830 |
IFC Advisory Graham Herring / Tim Metcalfe / Florence Chandler |
Tel: +44 (0) 20 3934 6630 |
finnCap - Nominated Adviser and Joint Broker Henrik Persson / Matthew Radley (corporate finance) Richard Chambers (ECM)
Allenby Capital - Joint Broker Jeremy Porter / Tony Quirke |
Tel: +44 (0) 20 7220 0500
Tel: +44 (0) 20 3328 5656 |
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Andrew Boyce | ||||
2. | Reason for the Notification | |||||
a) | Position/status | Non-Executive Director | ||||
b) | Initial notification/Amendment | Initial notification | ||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | Hardide plc | ||||
b) | LEI | 213800HLAUIIFKMU5G89 | ||||
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 | Ordinary Shares of 4 pence each | ||||
Identification code | GB00BJJPX768 | |||||
b) | Nature of the transaction | Purchase of Ordinary Shares | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information: · Aggregated volume · Price |
See 4c) above | ||||
e) | Date of the transaction | 1 February 2021 | ||||
f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Robert Goddard | ||||
2. | Reason for the Notification | |||||
a) | Position/status | Non-Executive Chairman | ||||
b) | Initial notification/Amendment | Initial notification | ||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | Hardide plc | ||||
b) | LEI | 213800HLAUIIFKMU5G89 | ||||
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 | Ordinary Shares of 4 pence each | ||||
Identification code | GB00BJJPX768 | |||||
b) | Nature of the transaction | Purchase of Ordinary Shares | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information: · Aggregated volume · Price |
See 4c) above | ||||
e) | Date of the transaction | 1 February 2021 | ||||
f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Philip Kirkham | ||||
2. | Reason for the Notification | |||||
a) | Position/status | CEO | ||||
b) | Initial notification/Amendment | Initial notification | ||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | Hardide plc | ||||
b) | LEI | 213800HLAUIIFKMU5G89 | ||||
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 | Ordinary Shares of 4 pence each | ||||
Identification code | GB00BJJPX768 | |||||
b) | Nature of the transaction | Purchase of Ordinary Shares | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information: · Aggregated volume · Price |
See 4c) above | ||||
e) | Date of the transaction | 1 February 2021 | ||||
f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Yuri Zhuk | ||||
2. | Reason for the Notification | |||||
a) | Position/status | Technical Director | ||||
b) | Initial notification/Amendment | Initial notification | ||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | Hardide plc | ||||
b) | LEI | 213800HLAUIIFKMU5G89 | ||||
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 | Ordinary Shares of 4 pence each | ||||
Identification code | GB00BJJPX768 | |||||
b) | Nature of the transaction | Purchase of Ordinary Shares | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information: · Aggregated volume · Price |
See 4c) above | ||||
e) | Date of the transaction | 1 February 2021 | ||||
f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) | ||||
1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
a) | Name | Tim Rice | ||||
2. | Reason for the Notification | |||||
a) | Position/status | Non-Executive Director | ||||
b) | Initial notification/Amendment | Initial notification | ||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a) | Name | Hardide plc | ||||
b) | LEI | 213800HLAUIIFKMU5G89 | ||||
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 | Ordinary Shares of 4 pence each | ||||
Identification code | GB00BJJPX768 | |||||
b) | Nature of the transaction | Purchase of Ordinary Shares | ||||
c) | Price(s) and volume(s) |
| ||||
d) | Aggregated information: · Aggregated volume · Price |
See 4c) above | ||||
e) | Date of the transaction | 1 February 2021 | ||||
f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) | ||||