Last checked at 26 Jan 2018 15:41
Secure Property Development & Invest PLC/ Index: AIM / Epic: SPDI / Sector: Real Estate
26 January 2018
Secure Property Development & Investment PLC
('SPDI' or 'the Company')
Issue of New Ordinary Shares and Total Voting Rights
Secure Property Development & Investment PLC, the AIM-quoted property company focused on Emerging Europe, announces that further to the Company's announcement on 10 October 2017, it has received notice of exercise of 17,066,560 warrants (at a price of £0.10 per warrant) from the holders of the Instrument (as defined in the 10 October 2017 announcement). Accordingly, 17,066,560 new ordinary shares in the Company ("Ordinary Shares") shall be issued and admitted to trading on AIM.
Following this exercise, there are no more warrants outstanding pursuant to the Instrument.
Certain of the warrants were exercised by the three directors of the Company who participated in the Instrument either directly or through connected entities. Accordingly, an entity in which Lambros Anagnostopoulos (a Director of the Company and the CEO) has a majority stake in; two entities in which Kalypso Nomikos (a Director of the Company) has a stake in and Ian Domaille (a Director of the Company) who participated directly are beneficially entitled to 819,000, 1,507,458 and 286,000 new Ordinary Shares, respectively ("Director Warrant Shares").
Issue of Director Fee Shares and option exercise
The Company further announces the issue of 344,371 new Ordinary Shares to the Non-Executive Directors of the Company who were in office in 2016 in lieu of fees accrued in 2016 (the "Director Fee Shares"). The Director Fee Shares have been issued at £0.35 per new Ordinary Share. Please refer to the below table for the allocation of the Director Fee Shares.
The Company also announces the issue of 10,000 new Ordinary Shares to an ex-employee of the Company, who exercised 10,000 options held over Ordinary Shares (exercisable at £0.15 per share).
Issue of new Ordinary Shares to certain advisers
The Company has also issued 6,260,000 new Ordinary Shares (at an average price of £0.10 per new Ordinary Share) to certain advisers in lieu of cash fees for services offered to the Company in 2017 for raising capital and facilitating capital markets strategies.
Narrowpeak Consultants Limited ("Narrowpeak"), an existing shareholder of the Company, will receive 2,660,000 new Ordinary Shares ("Narrowpeak Fee Shares") and following this, will have an interest in 9.72 per cent. of the enlarged share capital of the Company.
Lambros Anagnostopoulos, a Director of the Company and CEO, has an indirect interest in Narrowpeak of approximately 15.38 per cent. and is therefore entitled to 409,002 of the Narrowpeak Fee Shares. Mr Anagnostopoulos, also owns 448,092 Ordinary Shares in his own name.
PIRAEUS PARTNERS LLC, which participated in the Instrument and exercised 9,708,598 warrants (at a price of £0.10 per warrant), will also receive 3,250,000 new Ordinary Shares, taking its total holding of Ordinary Shares in SPDI to 12,958,598 Ordinary Shares, representing 10.18% of the enlarged share capital of the Company.
Director Shareholdings, Admission to Trading and Total Voting Rights
Pursuant to the above, a total of 23,680,931 new Ordinary Shares will be issued, of which 2,137,829 are to be allocated to Non-Executive Directors of the Company as set out in the below table.
Name | Director Warrant Shares issued | Director Fee Shares issued | Enlarged holding of Ordinary Shares | Enlarged holding percentage |
Ian Domaille | 286,000 | 54,500 | 719,975 | 0.57% |
Harin Thaker | n/a | 43,871 | 214,651 | 0.17% |
Franz Hoerhager | n/a | 40,000 | 285,575 | 0.22% |
Paul Ensor | n/a | 40,000 | 311,597 | 0.24% |
Alvaro Portela | n/a | 40,000 | 208,844 | 0.16% |
Antonios Kaffas | n/a | 46,000 | 251,709 | 0.20% |
Vagharshak Barseghyan | n/a | 40,000 | 75,484 | 0.06% |
Kalypso Maria Nomikos | 1,507,458 | 40,000 | 1,582,942 | 1,24% |
Total | 1,793,458 | 344,371 | 3,650,777 | 2.87% |
The new Ordinary Shares will be credited as fully paid and will rank pari passu with the existing Ordinary Shares, including the right to receive all dividends and other distributions declared in respect of such shares after the date of their issue. Approval for the issue of the new Ordinary Shares on a non-pre-emptive basis was obtained at the Annual General Meeting of the Company's shareholders held on 30 December 2016.
Application has been made for the 23,680,931 new Ordinary Shares to be admitted to trading on AIM ("Admission") and it is expected that Admission will become effective on 1 February 2018. Following Admission, there will be a total of 127,270,481 Ordinary Shares in issue. 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 under the FCA's Disclosure and Transparency Rules.
This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.
* * ENDS * *
For further information please visit www.secure-property.eu or contact:
Lambros Anagnostopoulos | SPDI | Tel: +357 22 030783 |
Rory Murphy Ritchie Balmer Jack Botros | Strand Hanson Limited | Tel: +44 (0) 20 7409 3494 |
Jon Belliss Elliot Hance | Beaufort Securities Limited | Tel: +44 (0) 20 7382 8300 |
Lottie Wadham Frank Buhagiar | St Brides Partners Ltd | Tel: +44 (0) 20 7236 1177 |
Notes to Editors
Secure Property Development and Investment plc is an AIM listed property development and investment company focused on the South East European markets. The Company's strategy is focused on generating healthy investment returns principally derived from: the operation of income generating commercial properties and capital appreciation through investment in high yield real estate assets. The Company is focused primarily on commercial and industrial property in populous locations with blue chip tenants on long term rental contracts. The Company's senior management consists of a team of executives that possess extensive experience in managing real estate companies both in the private and the publicly listed sector, in various European countries.