11 Sep 2020 07:00
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION
This announcement contains inside information
For Immediate Release
11 September 2020
PV Crystalox Solar PLC
(the "Company")
Result of Tender Offer
Further to the General Meeting of shareholders held on 9 September 2020, which approved a tender offer for up to £2 million (the "Tender Offer"), the Company today announces the result of the Tender Offer set out in the circular published by the Company on 16 July 2020 (the "Circular").
Result of the Tender Offer
The Company was authorised to purchase up to 3,636,363 ordinary shares of 3.0206 pence each ("Ordinary Shares"). In accordance with the terms of the Tender Offer, each shareholder is entitled to sell up to 49.9% of the aggregate number of Ordinary Shares held by them at the Tender Offer Record Date, rounded down to the nearest whole number ("Basic Entitlement"). A total of 4,778,205 Ordinary Shares (being 65.6% of the Company's Ordinary Shares in issue as at 9 September 2020) were validly tendered under the Tender Offer and, as a result, the Tender Offer was over-subscribed. Shareholders who tendered to sell less than or equal to their Basic Entitlement have had their tender satisfied in full. Shareholders who tendered more than their Basic Entitlement have had their Basic Entitlement satisfied in full and any Ordinary Shares tendered above their Basic Entitlement have been scaled down (to the nearest whole number of Ordinary Shares) to 17.07802 per cent so that the number of Ordinary Shares to be purchased by the Company pursuant to the Tender Offer is the maximum of 3,636,363.
The posting of cheques in respect of certificated Ordinary Shares purchased pursuant to the Tender Offer is expected to occur by 18 September 2020. The crediting of CREST accounts for uncertificated Ordinary Shares purchased pursuant to the Tender Offer is expected to occur by 15 September 2020.
The crediting of CREST accounts with uncertificated Ordinary Shares unsuccessfully tendered is expected to occur by 15 September 2020. The dispatch of balance share certificates for unsold certificated Ordinary Shares and the return of share certificates for unsuccessful tenders of certificated Ordinary Shares are expected to occur by 18 September 2020.
The Ordinary Shares purchased by the Company pursuant to the Tender Offer will be cancelled and following the implementation of the Tender Offer the Company will have 3,649,045 Ordinary Shares in issue.
Accordingly, 3,649,045 Ordinary Shares 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 interests in, the Company under the FCA's Disclosure Guidance and Transparency Rules.
Cancellation
As previously announced, the Company has requested the cancellation of the listing of its Ordinary Shares on the standard segment of the Official List and to trading on the London Stock Exchange's Main Market for listed securities ("Cancellation of Listing"). The Cancellation of Listing is expected to take effect from 7.00 am on 29 September 2020.
Terms used in this announcement shall, unless the context otherwise requires, bear the meaning given to them in the Circular.
Enquiries:
PV Crystalox Solar PLC +44 (0) 1235 437160
Peter Finnegan, Chief Financial Officer and Group Secretary