11 Apr 2023 12:17
Pittards plc
(the "Company")
Result of General Meeting, Director/ PDMR Dealing
and Total Voting Rights
Pittards plc, the specialist producer of technically advanced leather and luxury leather goods for retailers, manufacturers and distributors, announces that at the General Meeting held earlier today in connection with the Placing, Director Shares and Share Reorganisation, that all resolutions were passed. Details of the resolutions were set out in the Notice of General Meeting dated 24 March 2023 and results of the proxy voting will shortly be available on the Company's website https://corporate.pittards.com/investors/.
Directors' Loans and Director Shares
Further to the Notice of General Meeting and the passing of Resolutions 1 to 5 (inclusive), the interest free loans of c.£85,000 made by the Directors and certain other employees to the Company will be converted into 340,000 New Ordinary Shares at the Placing Price, details of which are set out below:
Name | Position | Existing Ordinary Shares | Value of Directors' Loans | Director Shares (as a result of the conversion of the Directors' Loans) | New Ordinary Shares held on Admission* | Percentage of Enlarged Voting Issued Share Capital* |
Stephen Yapp | Director | 276,947 | £50,000 | 200,000 | 476,900 | 3.3% |
Reginald Hankey** | Director | 417,848 | £10,000 | 40,000 | 457,800 | 3.2% |
Alan Burgess | Director | 21,643 | £5,000 | 20,000 | 41,600 | 0.3% |
Louise Cretton | Director | 39,570 | £5,000 | 20,000 | 59,500 | 0.4% |
Godfrey Davis | Director | 170,982 | £10,000 | 40,000 | 210,900 | 1.5% |
John Loxston | PDMR | 25,266 | £2,000 | 8,000 | 33,200 | 0.2% |
Other employees | N/A | N/A | £3,000 | 12,000 | N/A | N/A |
*As adjusted by the Share Reorganisation
** Held by the Director and his spouse
Bank facilities
Further to the Placing, Lloyds has increased the overdraft facility by £340,000. In addition, it has extended the Company's other borrowing facilities until 30 June 2023. Negotiations with Lloyds regarding new facilities or the restructuring of their existing facilities remain ongoing.
Share Reorganisation
Further to the Notice of General Meeting and the passing of Resolutions 1 to 4 (inclusive) the Company will be undertaking a consolidation of shares immediately followed by a subdivision.
Under the Share Reorganisation, 10 new Ordinary Shares will be issued at a price of 50 pence per share to ensure that as part of the Share Reorganisation an exact whole number of Consolidated Ordinary Shares will be issued. The Existing Ordinary Shares in issue at the Record Date will then be consolidated into Consolidated Ordinary Shares on the basis of one Consolidated Ordinary Share for every 100 Existing Ordinary Shares. Each Consolidated Ordinary Share will then be sub-divided into 100 New Ordinary Shares and 4,900 Deferred Shares.
Admission
Application has been made to the London Stock Exchange for the admission of 15,248,700 New Ordinary Shares to trading on AIM, as a result of the issue of the Placing Shares and the Director Shares and the Share Reorganisation. This comprises of 1,020,000 Placing Shares, 340,000 Director Shares and 13,888,700 New Ordinary Shares as a result of the Share Reorganisation. It is expected that Admission will become effective at 8.00 a.m. on 12 April 2023. The Company's new ISIN as a result of the Share Reorganisation will be GB00BM8NGB73 and its SEDOL will be BM8NGB7.
Total Voting Rights
Following Admission, the Company's issued share capital will consist of 15,248,700 Ordinary Shares of which 874,200 Ordinary Shares are held in treasury. Therefore, the total number of voting rights in the Company is 14,378,500. Shareholders may use this figure 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.
This announcement should be read in conjunction with the full text of the Circular posted to Shareholders on 25 March 2023 copies of which are available on the Company's website at https://corporate.pittards.com/investors/ . Capitalised terms in this announcement have the same meaning as given in the Circular.
For further information, please contact:
Pittards plc | www.pittards.com |
Stephen Yapp, Chairman Reg Hankey, CEO Alan Burgess, CFO | +44 (0) 1935 474 321
|
WH Ireland Limited | https://www.whirelandplc.com/capital-markets |
Mike Coe, Sarah Mather | +44 (0)20 7220 1666 |
The below notification which is made in accordance with the requirements of the Market Abuse Regulation, provides further details of the interests acquired by persons discharging managerial responsibilities in connection with the conversion of the Directors' Loans:
| Details of the person discharging managerial responsibilities / person closely associated
| |||||
a)
| Name
| Stephen Yapp
| ||||
2
| Reason for the notification | |||||
a)
| Position/status | Chairman | ||||
b)
| Initial notification /Amendment | Initial Notification | ||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a)
| Name | Pittards plc | ||||
b)
| LEI
| 213800HAJ6N27BURB995 | ||||
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
Identification code
|
Ordinary shares of 1p each
GB00BM8NGB73 | ||||
b)
| Nature of the transaction | Conversion of Directors Loans into New Ordinary Shares | ||||
c)
| Price(s) and volume(s) |
| ||||
d)
| Aggregated information
- Aggregated volume
- Price |
200,000
£50,000 | ||||
e)
| Date of the transaction | 11 April 2023 | ||||
f)
| Place of the transaction | London Stock Exchange, AIM | ||||
| Details of the person discharging managerial responsibilities / person closely associated
| |||||
a)
| Name
| Reginald Hankey | ||||
2
| Reason for the notification | |||||
a)
| Position/status | Chief Executive | ||||
b)
| Initial notification /Amendment | Initial Notification | ||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a)
| Name | Pittards plc | ||||
b)
| LEI
| 213800HAJ6N27BURB995 | ||||
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
Identification code
|
Ordinary shares of 1p each
GB00BM8NGB73 | ||||
b)
| Nature of the transaction | Conversion of Directors Loans into New Ordinary Shares | ||||
c)
| Price(s) and volume(s) |
| ||||
d)
| Aggregated information
- Aggregated volume
- Price |
40,000
£10,000 | ||||
e)
| Date of the transaction | 11 April 2023 | ||||
f)
| Place of the transaction | London Stock Exchange, AIM | ||||
e)
| Date of the transaction | 11 April 2023 | ||||
f)
| Place of the transaction | London Stock Exchange, AIM | ||||
| Details of the person discharging managerial responsibilities / person closely associated
| |||||
a)
| Name
| Alan Burgess | ||||
2
| Reason for the notification | |||||
a)
| Position/status | Chief Financial Officer | ||||
b)
| Initial notification /Amendment | Initial Notification | ||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a)
| Name | Pittards plc | ||||
b)
| LEI
| 213800HAJ6N27BURB995 | ||||
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
Identification code
|
Ordinary shares of 1p each
GB00BM8NGB73 | ||||
b)
| Nature of the transaction | Conversion of Directors Loans into New Ordinary Shares | ||||
c)
| Price(s) and volume(s) |
| ||||
d)
| Aggregated information
- Aggregated volume
- Price |
20,000
£5,000 | ||||
e)
| Date of the transaction | 11 April 2023 | ||||
f)
| Place of the transaction | London Stock Exchange, AIM | ||||
e)
| Date of the transaction | 11 April 2023 | ||||
f)
| Place of the transaction | London Stock Exchange, AIM | ||||
| Details of the person discharging managerial responsibilities / person closely associated
| |||||
a)
| Name
| Louise Cretton
| ||||
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 | Pittards plc | ||||
b)
| LEI
| 213800HAJ6N27BURB995 | ||||
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
Identification code
|
Ordinary shares of 1p each
GB00BM8NGB73 | ||||
b)
| Nature of the transaction | Conversion of Directors Loans into New Ordinary Shares | ||||
c)
| Price(s) and volume(s) |
| ||||
d)
| Aggregated information
- Aggregated volume
- Price |
20,000
£5,000 | ||||
e)
| Date of the transaction | 11 April 2023 | ||||
f)
| Place of the transaction | London Stock Exchange, AIM | ||||
e)
| Date of the transaction | 11 April 2023 | ||||
f)
| Place of the transaction | London Stock Exchange, AIM | ||||
| Details of the person discharging managerial responsibilities / person closely associated
| |||||
a)
| Name
| Godfrey Davis
| ||||
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 | Pittards plc | ||||
b)
| LEI
| 213800HAJ6N27BURB995 | ||||
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
Identification code
|
Ordinary shares of 1p each
GB00BM8NGB73 | ||||
b)
| Nature of the transaction | Conversion of Directors Loans into New Ordinary Shares | ||||
c)
| Price(s) and volume(s) |
| ||||
d)
| Aggregated information
- Aggregated volume
- Price |
40,000
£10,000 | ||||
e)
| Date of the transaction | 11 April 2023 | ||||
f)
| Place of the transaction | London Stock Exchange, AIM | ||||
e)
| Date of the transaction | 11 April 2023 | ||||
f)
| Place of the transaction | London Stock Exchange, AIM | ||||
| Details of the person discharging managerial responsibilities / person closely associated
| |||||
a)
| Name
| John Loxston | ||||
2
| Reason for the notification | |||||
a)
| Position/status | PDMR | ||||
b)
| Initial notification /Amendment | Initial Notification | ||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
a)
| Name | Pittards plc | ||||
b)
| LEI
| 213800HAJ6N27BURB995 | ||||
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
Identification code
|
Ordinary shares of 1p each
GB00BM8NGB73 | ||||
b)
| Nature of the transaction | Conversion of Directors Loans into New Ordinary Shares | ||||
c)
| Price(s) and volume(s) |
| ||||
d)
| Aggregated information
- Aggregated volume
- Price |
8,000
£2,000 | ||||
e)
| Date of the transaction | 11 April 2023 | ||||
f)
| Place of the transaction | London Stock Exchange, AIM | ||||
e)
| Date of the transaction | 11 April 2023 | ||||
f)
| Place of the transaction | London Stock Exchange, AIM | ||||