30 Sep 2020 10:00
30 September 2020
Maestrano Group PLC ("Maestrano" or the "Company" or the "Group")
Directors' and other shareholdings
Further to the Company's announcement of 29 September 2020, the Company confirms the issue of Holdback Shares to the members of the Concert Party, as defined in the circular to shareholders of 15 October 2019 as set out below:
Name | Number of Holdback Shares issued on 30 September 2020 | Number of Ordinary Shares held following issue of Holdback Shares | Percentage of the Company's issued share capital following issue of Holdback Shares |
Ian Buddery (Chairman) | 513,336 | 8,983,476 | 5.9% |
Nicholas Smith (Director)
| 2,559,375 | 25,593,750 | 16.7% |
Aaron Hoye
| 2,559,375 | 25,593,750 | 16.7% |
Ashley Cox
| 477,750 | 4,777,500 | 3.1% |
David Israel
| 1,228,500 | 10,634,999 | 6.9% |
Totals: | 7,338,336 | 75,583,475 | 49.3% |
The notifications below, made in accordance with the requirements of the EU Market Abuse Regulation, provide further details.
Enquiries:
Maestrano Group plc |
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Andrew Pearson, CEO | c/o Arden Partners |
Grant Thornton (Nominated Adviser) |
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Jamie Barklem / Niall McDonald | +44 (0)20 7383 5100 |
Arden Partners (Broker) |
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Ruari McGirr / Ciaran Walsh | +44 (0)20 7614 5900 |
About Maestrano
Maestrano offers a patented cloud-based platform for master data management and business analytics, together with specialist hardware and software for capturing, analysing and reporting on large datasets within the transport sector, employing sophisticated artificial intelligence algorithms.
Further information on the Company is available at: www.maestrano.com
Notification of Transactions of Persons Discharging Managerial Responsibility and Persons Closely Associated with them
1
| Details of the person discharging managerial responsibilities / person closely associated
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a)
| Name
| M4Soft Pty Ltd
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2
| Reason for the notification
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a)
| Position/status
| M4Soft Pty Ltd is an entity connected with Ian Buddery, Chairman | |||
b)
| Initial notification /Amendment
| Initial notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
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a)
| Name
| Maestrano Group Plc | |||
b)
| LEI
| 213800ZUBMOCVHSSJC14 | |||
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
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a)
| Description of the financial instrument, type of instrument | Ordinary shares of £0.01 each | |||
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Identification code | GB00BYZQM590 | ||||
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b)
| Nature of the transaction
| Issue of Ordinary Shares as deferred consideration for the acquisition of Airsight | |||
c)
| Price(s) and volume(s) |
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| Price(s) | Volume(s) |
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| 1.65p | 513,336 |
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d)
| Aggregated information |
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- Aggregated volume | 513,336 | ||||
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- Price | 1.65p
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- Aggregate total | £8,740.04
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e)
| Date of the transaction
| 30 September 2020 | |||
f)
| Place of the transaction
| Off market transaction | |||
Notification of Transactions of Persons Discharging Managerial Responsibility and Persons Closely Associated with them
1
| Details of the person discharging managerial responsibilities / person closely associated
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a)
| Name
| Nicholas Smith
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2
| Reason for the notification
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a)
| Position/status
| Director | |||
b)
| Initial notification /Amendment
| Initial notification | |||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| ||||
a)
| Name
| Maestrano Group Plc | |||
b)
| LEI
| 213800ZUBMOCVHSSJC14 | |||
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
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a)
| Description of the financial instrument, type of instrument | Ordinary shares of £0.01 each | |||
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Identification code | GB00BYZQM590 | ||||
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b)
| Nature of the transaction
| Purchase of Ordinary Shares | |||
c)
| Price(s) and volume(s) |
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| Price(s) | Volume(s) |
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| 1.65p | 2,559,375 |
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d)
| Aggregated information |
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- Aggregated volume | 2,559,375 | ||||
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- Price | 1.65p
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- Aggregate total | £42,229.69
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e)
| Date of the transaction
| 30 September 2020 | |||
f)
| Place of the transaction
| Off market transaction | |||
TR-1: Standard form for notification of major holdings
NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible)i | ||||||
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1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii: | Maestrano Group plc | |||||
1b. Please indicate if the issuer is a non-UK issuer (please mark with an "X" if appropriate) | ||||||
Non-UK issuer |
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2. Reason for the notification (please mark the appropriate box or boxes with an "X") | ||||||
An acquisition or disposal of voting rights | X | |||||
An acquisition or disposal of financial instruments |
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An event changing the breakdown of voting rights |
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Other (please specify)iii: |
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3. Details of person subject to the notification obligationiv | ||||||
Name | Aaron Hoye | |||||
City and country of registered office (if applicable) |
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4. Full name of shareholder(s) (if different from 3.)v | ||||||
Name | Aaron Hoye Family Investments Pty Ltd | |||||
City and country of registered office (if applicable) | Newcastle, Australia | |||||
5. Date on which the threshold was crossed or reachedvi: | 30/09/2020 | |||||
6. Date on which issuer notified (DD/MM/YYYY): | 30/09/2020 | |||||
7. Total positions of person(s) subject to the notification obligation | ||||||
| % of voting rights attached to shares (total of 8. A) | % of voting rights through financial instruments(total of 8.B 1 + 8.B 2) | Total of both in % (8.A + 8.B) | Total number of voting rights of issuervii | ||
Resulting situation on the date on which threshold was crossed or reached | 16.7 | - | 16.7 | 153,423,705 | ||
Position of previous notification (if applicable) | 15.8 | - | 15.8 |
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8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii | |||||||||
A: Voting rights attached to shares | |||||||||
Class/type ofshares ISIN code (if possible) | Number of voting rightsix | % of voting rights | |||||||
Direct (Art 9 of Directive 2004/109/EC) (DTR5.1) | Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1) | Direct (Art 9 of Directive 2004/109/EC) (DTR5.1) | Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1) | ||||||
GB00BYZQM590 | - | 25,593,750 | - | 16.7 | |||||
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SUBTOTAL 8. A | 25,593,750 | 16.7 | |||||||
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B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a)) | |||||||||
Type of financial instrument | Expirationdatex | Exercise/Conversion Periodxi | Number of voting rights that may be acquired if the instrument is exercised/converted. | % of voting rights | |||||
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| SUBTOTAL 8. B 1 |
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B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b)) | |||||||||
Type of financial instrument | Expirationdatex | Exercise/Conversion Period xi | Physical or cash settlementxii | Number of voting rights | % of voting rights | ||||
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| SUBTOTAL 8.B.2 |
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9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an "X") | ||||
Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii |
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Full chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held starting with the ultimate controlling natural person or legal entityxiv (please add additional rows as necessary) | X | |||
Namexv | % of voting rights if it equals or is higher than the notifiable threshold | % of voting rights through financial instruments if it equals or is higher than the notifiable threshold | Total of both if it equals or is higher than the notifiable threshold | |
Aaron Hoye Family Investments Pty Ltd | 16.7 | - | 16.7 | |
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10. In case of proxy voting, please identify: | ||||
Name of the proxy holder |
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The number and % of voting rights held |
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The date until which the voting rights will be held |
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11. Additional informationxvi | ||||
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Place of completion | Sydney, Australia |
Date of completion | 30/09/2019 |
TR-1: Standard form for notification of major holdings
NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible)i | ||||||
| ||||||
1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii: | Maestrano Group plc | |||||
1b. Please indicate if the issuer is a non-UK issuer (please mark with an "X" if appropriate) | ||||||
Non-UK issuer |
| |||||
2. Reason for the notification (please mark the appropriate box or boxes with an "X") | ||||||
An acquisition or disposal of voting rights | X | |||||
An acquisition or disposal of financial instruments |
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An event changing the breakdown of voting rights |
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Other (please specify)iii: |
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3. Details of person subject to the notification obligationiv | ||||||
Name | Ashley Cox | |||||
City and country of registered office (if applicable) |
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4. Full name of shareholder(s) (if different from 3.)v | ||||||
Name | Ashley Cox Investments Pty Ltd | |||||
City and country of registered office (if applicable) | Newcastle, Australia | |||||
5. Date on which the threshold was crossed or reachedvi: | 30/09/2020 | |||||
6. Date on which issuer notified (DD/MM/YYYY): | 30/09/2020 | |||||
7. Total positions of person(s) subject to the notification obligation | ||||||
| % of voting rights attached to shares (total of 8. A) | % of voting rights through financial instruments(total of 8.B 1 + 8.B 2) | Total of both in % (8.A + 8.B) | Total number of voting rights of issuervii | ||
Resulting situation on the date on which threshold was crossed or reached | 3.1 | - | 3.1 | 153,423,705 | ||
Position of previous notification (if applicable) | - | - | - |
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8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii | |||||||||
A: Voting rights attached to shares | |||||||||
Class/type ofshares ISIN code (if possible) | Number of voting rightsix | % of voting rights | |||||||
Direct (Art 9 of Directive 2004/109/EC) (DTR5.1) | Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1) | Direct (Art 9 of Directive 2004/109/EC) (DTR5.1) | Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1) | ||||||
GB00BYZQM590 | - | 4,777,500 | - | 3.1 | |||||
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SUBTOTAL 8. A | 4,777,500 | 3.1 | |||||||
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B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a)) | |||||||||
Type of financial instrument | Expirationdatex | Exercise/Conversion Periodxi | Number of voting rights that may be acquired if the instrument is exercised/converted. | % of voting rights | |||||
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| SUBTOTAL 8. B 1 |
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B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b)) | |||||||||
Type of financial instrument | Expirationdatex | Exercise/Conversion Period xi | Physical or cash settlementxii | Number of voting rights | % of voting rights | ||||
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| SUBTOTAL 8.B.2 |
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9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an "X") | ||||
Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii |
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Full chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held starting with the ultimate controlling natural person or legal entityxiv (please add additional rows as necessary) | X | |||
Namexv | % of voting rights if it equals or is higher than the notifiable threshold | % of voting rights through financial instruments if it equals or is higher than the notifiable threshold | Total of both if it equals or is higher than the notifiable threshold | |
Ashley Cox Investments Pty Ltd | 3.1 | - | 3.1 | |
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10. In case of proxy voting, please identify: | ||||
Name of the proxy holder |
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The number and % of voting rights held |
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The date until which the voting rights will be held |
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11. Additional informationxvi | ||||
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Place of completion | Sydney, Australia |
Date of completion | 30/09/2019 |