Last checked at 26 Mar 2018 07:00
RNS | 26 March 2018 |
Mercia Technologies PLC("Mercia" or the "Group")
Deferred Consideration and Board Change
Mercia Technologies PLC (AIM: MERC), the national investment group focused on the funding and scaling of innovative technology businesses with high growth potential from the UK regions, is pleased to announce the full payment of the deferred consideration for the acquisition of Enterprise Ventures Group Limited ("Enterprise Ventures"), details of which were originally announced on 10 March 2016. The trigger for the payment of the £2.0million deferred consideration target (adjusted to £1.98million to take into account one Enterprise Ventures Seller ceasing to be an employee of the Group) was Enterprise Ventures successfully being awarded at least £80.0million in net new fund mandates during the two-year period following Mercia's acquisition. In fact, Enterprise Ventures has significantly outperformed this target, having been awarded £178.0million in net new fund mandates during this period, which is a very positive outcome for Mercia.
Mercia has deducted, and will settle, the Sellers' income tax and employees' national insurance liabilities arising from the receipt of the deferred consideration. The net deferred consideration is being settled by the issue of 2,707,475 Ordinary shares (the "Deferred Consideration Shares"). The value of each Deferred Consideration Share is 39.9 pence and is based on the average closing mid-market price for the five days ended 23 March 2018.
Application has been made for the Deferred Consideration Shares to be admitted to trading on the AIM market of the London Stock Exchange ("Admission") and it is expected that Admission will become effective at 8.00 a.m. on 29 March 2018. The Sellers include two Persons Discharging Managerial Responsibilities ("PDMRs").
Following Admission, Julian Viggars and John Simpson (both PDMRs) will hold the following Ordinary shares and options:
PDMR | Deferred Consideration Shares | Total number of Ordinary shares | Number of options over Ordinary shares |
Julian Viggars | 231,004 | 424,325* | 400,000 |
John Simpson | 481,317 | 754,997 | 250,000 |
*Including 75,000 Ordinary shares held by Mrs Emma Viggars
Following Admission, the Company will have 303,309,707 Ordinary shares in issue. 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, Mercia under the FCA's Disclosure Guidance and Transparency Rules.
Board Change
Mercia Technologies also announces that following the wholly successful integration of Enterprise Ventures, Jonathan Diggines, its former Chief Executive, who joined the Board of Mercia as an Executive Director upon completion of the acquisition, has notified Mercia that he believes that this is the right time for him to relinquish his Mercia directorships. He will continue to work with the team at Mercia Fund Managers, the Group's growing and profitable fund management business, by participating in the investment decision-making process as a member of Mercia's numerous funds' Investment Committees. In particular, he will chair the new £45.1million Enterprise Ventures Growth II fund, which closed in December 2017.
Dr Mark Payton, CEO of Mercia Technologies PLC, said:
"Today's announcement of the significant overachievement of the Enterprise Ventures' deferred consideration target is another milestone in Mercia's evolution and demonstrates the Group's ability to identify, evaluate, price, acquire and successfully integrate value-adding acquisitions.
"I would like to take this opportunity to thank Jonathan Diggines for his significant personal contribution towards achieving the successful integration of Enterprise Ventures into the Group, where it has continued to flourish and grow. Jonathan's continuing involvement within Mercia can only be a catalyst for further investment success in the future."
The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014. Upon the publication of this announcement, this inside information is now considered to be in the public domain.
For further information, please contact
Mercia Technologies PLC | +44 (0)330 223 1430 |
Mark Payton, Chief Executive Officer | |
Martin Glanfield, Chief Financial Officer | |
www.merciatech.co.uk | |
Cenkos Securities plc | +44 (0)20 7397 8900 |
Stephen Keys, Camilla Hume (NOMAD and Joint Broker) | |
Canaccord Genuity Limited | +44 (0)20 7523 8000 |
Simon Bridges, Emma Gabriel (Joint Broker) | |
Buchanan | +44 (0)20 7466 5000 |
Bobby Morse, Chris Lane, Stephanie Watson | |
www.buchanan.uk.com | |
About Mercia Technologies PLC
Mercia is a national investment group focused on the funding and scaling of innovative technology businesses with high growth potential from the UK regions. Mercia benefits from 19 university partnerships and offices across the Midlands, the North of England and Scotland providing it with access to high quality, regional deal flow. Mercia Technologies PLC is quoted on AIM with the epic "MERC".
Mercia's 'Complete Capital Solution' initially nurtures businesses via its third party funds (now with circa £350.0million under management following recent mandate wins) and then over time Mercia can provide further funding to its 'Emerging Stars' by deploying direct investment follow-on capital from its own balance sheet. Since its IPO in December 2014, Mercia has invested over £46.0million directly across its portfolio of 'Emerging Stars'.