10 Nov 2020 07:00
AIM share code: MWG
10 November 2020
Modern Water PLC
("Modern Water" or "Company")
Issue of Shares
Following the announcement yesterday by DeepVerge PLC ("DeepVerge") that the recommended all share offer by DeepVerge for the entire issued and to be issued share capital of Modern Water has been declared unconditional in all respects, Modern Water is issuing 32,000,000 Modern Water Shares to Dr Nigel Burton and Gerard Brandon pursuant to the terms of their director's service contracts.
As previously announced, under the terms of Dr Nigel Burton's service contract with Modern Water, he is entitled to receive his salary of £30,000 per annum for the two years from 20 February 2020 in Modern Water Shares at an issue price of 0.5 pence per Modern Water Share. Upon a change of control, these amounts fall due to be settled, to the extent not already settled, by the issue of 12,000,000 Modern Water Shares at an issue price of 0.5 pence per Modern Water Share. Similarly Gerard Brandon is entitled to receive his salary of £50,000 per annum for the two years from 4 March 2020 in Modern Water Shares at an issue price of 0.5 pence per Modern Water Share. Upon a change of control, these amounts fall due to be settled, to the extent not already settled, by the issue of 20,000,000 Modern Water Shares at an issue price of 0.5 pence per Modern Water Share.
Application will be made for the admission of 32,000,000 new Modern Water Shares to trading on AIM, and it is expected that dealings in the New Shares will commence on or around 13 November 2020. On admission the new Modern Water Shares will rank pari passu in all respects with the Modern Water Shares currently in issue.
Total Voting Rights
Following the admission of the New Shares as described above, the Company's issued share capital will consist of 556,693,214 Modern Water Shares, each with voting rights. The Company does not hold any Ordinary Shares in Treasury.
The above figure of 556,693,214 may be used by shareholders in the Company as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
Words and expressions defined in the Offer Document shall, unless the context provides otherwise, have the same meanings in this announcement.
The information contained within this announcement is deemed by the Company to constitute inside information under the Market Abuse Regulation (EU) No. 596/2014.
Contacts:
Modern Water plc | Simon Humphrey, CEO
| +44 (0)20 3827 3439 |
Cairn Financial Advisers LLP (Nominated Adviser)
| Sandy Jamieson James Lewis Ludovico Lazzaretti
| +44 (0)20 7213 0880 |
Turner Pope Investments (TPI) Limited (Broker) | Andy Thacker / Zoe Alexander | +44 (0)20 3657 0050 |
About Modern Water
Modern Water was established in 2006 to develop and commercialise water recovery technologies to counter water crisis problems arising from climate change and a growing global population. Having invested £20m over the last 14 years, the results comprise a robust patent portfolio of cutting-edge technology, focused on monitoring of contaminated water and decontamination of wastewater, making recycling of water more efficient. Six countries across the world have legislated that Modern Water monitoring test systems are written into their environmental protection legislation.
Caution regarding forward looking statements
Certain statements in this announcement, are, or may be deemed to be, forward looking statements. Forward looking statements are identified by their use of terms and phrases such as ''believe'', ''could'', "should" ''envisage'', ''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', "expect", ''will'' or the negative of those, variations or comparable expressions, including references to assumptions. These forward looking statements are not based on historical facts but rather on the Directors' current expectations and assumptions regarding the Company's future growth, results of operations, performance, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, business prospects and opportunities. Such forward looking statements reflect the Directors' current beliefs and assumptions and are based on information currently available to the Directors.
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014 | |||||||
1 | Details of the person discharging managerial responsibilities/person closely associated | ||||||
a. | Name | a) Gerry Brandon b) Nigel Burton
| |||||
2 | Reason for notification | ||||||
a. | Position/Status | a) Non-Executive Chairman b) 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 | Modern Water | |||||
b. | LEI | 213800MTSDJQ13UBC211 | |||||
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 instrumentIdentification Code | Ordinary shares of £0.0025 each
ISIN: GB00B1XF5X66 | |||||
b. | Nature of the transaction | Issue of shares | |||||
c. | Price(s) and volume(s) | ||||||
Price(s) per share | Volume(s) | ||||||
a) 0.5p b) 0.5p | a) 20,000,000 b) 12,000,000 | ||||||
| |||||||
d. | Aggregated information
- Aggregated Volume
- Price |
32,000,000
0.5p
| |||||
e. | Date of the transaction | 9/11/2020 | |||||
f. | Place of the transaction | London | |||||
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014 | |||||||
1 | Details of the person discharging managerial responsibilities/person closely associated | ||||||
a. | Name | a) Gerry Brandon b) Nigel Burton c) Simon Humphrey
| |||||
2 | Reason for notification | ||||||
a. | Position/Status | a) Non-Executive Chairman b) Non-Executive Director c) 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 | Modern Water | |||||
b. | LEI | 213800MTSDJQ13UBC211 | |||||
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 instrumentIdentification Code | Ordinary shares of £0.0025 each
ISIN: GB00B1XF5X66 | |||||
b. | Nature of the transaction | Disposal of current shareholding in exchange for DeepVerge plc Shares pursuant to the Offer by DeepVerge plc | |||||
c. | Price(s) and volume(s) | ||||||
Volume(s) | |||||||
a) 10,000,000 b) 4,300,000 c) 1,882,000 | |||||||
| |||||||
d. | Aggregated information
- Aggregated Volume
|
16,182,000
| |||||
e. | Date of the transaction | 9/11/2020 | |||||
f. | Place of the transaction | London | |||||