Last checked at 12 May 2017 15:00
12 May 2017
Rosslyn Data Technologies plc
("Rosslyn" or the "Company")
Results of Placings and Open Offer
and Result of General Meeting
On 26 April 2017, Rosslyn, announced conditional Placings to raise £4.5 million and an Open Offer to raise up to an additional £0.5 million.
The Company is pleased to announce that at its General Meeting held today all of the resolutions, as set out in the Circular dated 26 April 2017, were duly passed.
The Company is also pleased to announce the results of the Open Offer, which closed for acceptances at 11:00 a.m. on 11 May 2017 and was oversubscribed. Valid acceptances have been received in respect of 11,142,031 Open Offer Shares, representing 100 per cent. of the Open Offer Shares available under the Open Offer. In accordance with the terms and conditions of the Open Offer all applications made pursuant to the Open Offer (other than Excess Shares applied for under the Excess Application Facility) have been met in full and a scaling back exercise has been undertaken in respect of applications for Excess Shares. The Company has therefore raised gross proceeds of approximately £0.5 million through the Open Offer.
As set out in the Circular dated 26 April 2017, certain Directors of the Company indicated that they were to apply for new Ordinary Shares under the Open Offer. In line with all existing shareholders, these Directors will receive their Open Offer Entitlement and, following the scaling back exercise, a proportion of the shares they applied for under the Excess Application Facility. The number of Ordinary Shares purchased under the Open Offer and the Directors' resultant holdings are therefore as follows:
Name | Title | No. of Ordinary Shares held prior to the Placings and Open Offer | No. of Ordinary Shares subscribed for under the Open Offer* | No. of Ordinary Shares held following the Placings and Open Offer* | % of the issued share capital of the Company as enlarged by the Placings and Open Offer* |
Roger Bullen | Chief Executive Officer | 2,000,000 | 559,883 | 2,559,883 | 1.4 |
Hugh Cox | Chief Data Officer | 9,735,090 | 1,111,111 | 10,846,201 | 5.8 |
Charles Clark | President | 9,506,072 | 670,343 | 10,176,415 | 5.4 |
John O'Hara | Chairman | 920,552 | 437,729 | 1,358,281 | 0.7 |
Barney Quinn | Non-Executive Director | 230,303 | 384,292 | 626,817** | 0.3 |
\* The number of Ordinary Shares subscribed for by each Director remains subject to rounding adjustment. A further announcement clarifying the exact number of Ordinary Shares purchased under the Open Offer by each Director will be made in due course.
** The number includes 12,222 Consideration Shares received pursuant to the Acquisition Agreement.
Application has been made for 11,142,031 new Ordinary Shares, to be issued via the Open Offer, to be admitted to trading on AIM. The Company has also made application for 101,222,222 new Ordinary Shares, to be issued as a result of the Firm Placing, VCT/EIS Placing and Consideration Shares to be admitted to trading on AIM. It is expected that Admission and dealings in the 112,364,253 new Ordinary Shares will commence at 8.00 a.m. on 15 May 2017. Following Admission, the Enlarged Share Capital of the Company will consist of 188,130,067 Ordinary Shares. Therefore, the total number of voting rights in the Company is 188,130,067 and 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 the Company.
This announcement should be read in conjunction with the full text of the Circular posted to Shareholders on 26 April 2017, copies of which are available on the Company's website at www.rosslynanalytics.com.
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This announcement contains inside information.