20 Sep 2019 11:28
LightwaveRF plc
("LightwaveRF" or the "Company")
Posting of Circular and Notice of General Meeting
On 16 August 2019, LightwaveRF (AIM: LWRF), the leading smart homes solutions provider, announced that it had placed a total of 15,806,811 new Ordinary Shares under the Firm Placing and Firm Subscription at the Issue Price, thereby raising approximately £1.1 million. In addition, a further 2,764,617 new Ordinary Shares would also be issued under the Conditional Subscription at the Issue Price, thereby raising a further approximately £0.2 million.
The Conditional Subscription is conditional upon, inter alia, the passing of certain Resolutions. Following completion of the Conditional Subscription, the Concert Party's interest in the Company will increase from 36.74 per cent. to 38.16 per cent. which would require it to make an offer under Rule 9 of the Takeover Code. The Company has, however, applied to the Panel for a waiver of Rule 9 of the Takeover Code in order to permit the Conditional Subscription by certain members of the Concert Party without triggering an obligation on the part of any member of the Concert Party (individually or collectively) to make a general offer for the Company.
Accordingly, a circular (the "Circular") is being be posted today notifying shareholders of a general meeting which is being convened for the purpose of considering the Resolutions, at the Company's offices, Innovation Birmingham Campus, Faraday Wharf, Holt Street, Birmingham B7 4BB on 7 October 2019 at 10:45 a.m.
Application will be made for admission of 883,686 new Ordinary Shares (being the Conditional Subscription Shares other than the Deferred Settlement Shares) to trading on AIM and dealings in these shares are expected to occur at 8:00 a.m. on 8 October 2019.
The Company has agreed that settlement be deferred in respect of 1,880,931 new Ordinary Shares, forming part of the Conditional Subscription. As a result, the Deferred Settlement Shares will be allotted no later than 30 October 2019 and dealings in these shares are expected to commence no later than 8:00 a.m. on 31 October 2019.
A copy of the Circular and the Notice of General Meeting will be made available on the Company's website: https://lightwaverf.com/pages/aimrule26
Defined terms in the announcement have the same meaning as that set out in the Circular.
LightwaveRF plc Jason Elliott, CEO Kevin Edwards, CFO | www.lightwaverf.com +44 (0) 121 250 3625 |
Shore Capital Tom Griffiths / David Coaten |
+44 (0) 20 7408 4080 |
Yellow Jersey PR Charles Goodwin | www.yellowjerseypr.com +44 (0) 7747 788 221 |
About LightwaveRF
LightwaveRF is the UK's only fully integrated home automation company.
New customers typically buy a starter pack of Link Plus hub and smart dimmer which has Apple HomeKit compatibility, 2-way communication and built-in energy monitoring. Later adding other easy to install devices from the LightwaveRF range enables further in-home control, monitoring and automation of lighting, heating and power.
Devices may be operated manually, by smartphone or tablet-based apps and also through Google Assistant and Amazon Alexa voice control.
Leading tech industry publication 9to5 Mac describes LightwaveRF as "the best UK HomeKit solution for smart lighting".
For further information and "Newsletter sign up", please visit: www. LightwaveRF.com/corporate/
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 ("MAR"), encompassing information relating to the Placing, the Subscription and the Open Offer as described above, and is disclosed in accordance with the Company's obligations under Article 17 of MAR.