27 Jun 2018 18:23
CEPS PLC
("CEPS" OR THE "COMPANY")
Proposed Placing to raise £1,330,021 before costs
Directors' Dealings
Related Party Transactions
Proposed placing
The Company is pleased to announce that it is proposing to raise gross proceeds of £1,330,021 by way of a placing of 3,800,060 new ordinary shares of 10 pence each ("Placing Shares") to certain existing investors, at a price of 35 pence per share ("Placing"). All of the placees are Related Parties as defined in the AIM Rules for Companies ("AIM Rules").
The Placing will be conducted by way of an accelerated book-build process which will be launched immediately following this announcement.
The net proceeds of the Placing of £1,325,931 will be used to repay the third party loan of £1,000,000 plus gross interest of £24,931.51 that was entered into on 25 April 2017, as set out in the Company's announcement dated 3 May 2017 and also for general working capital purposes.
Directors' Dealings
David Horner, a director of the Company, is proposing to participate in the Placing, as set out in the table below.
Director | Shares in which David Horner is interested prior to the Placing | Number of Placing Shares subscribed for | Value of placing shares subscribed for | Shares in which David Horner is interested following the Placing | % of Enlarged Share Capital |
David Horner | 3,950,000 | 881,310 | £308,458.50 | 4,831,310 | 28.42% |
In addition, certain substantial shareholders (as defined in the AIM Rules) are proposing to subscribe for Placing Shares, as set out in the table below.
Substantial Shareholder | Shareholding prior to the Placing | Number of Placing Shares subscribed for | Value of placing shares subscribed for | Shareholding following the Placing | % of Enlarged Share Capital |
Mark Thistlethwayte* | 2,270,000 | 730,000 | £255,500.00 | 3,000,000 | 17.65% |
Chelverton Growth Trust plc | 2,871,250 | 2,188,750 | £766,062.50 | 5,060,000 | 29.76% |
* Mark Thistlethwayte's existing shareholding is held through Charles Stanley & Co Ltd Rock (Nominees) Ltd. The additional shares subscribed for will be held through Charles Stanley & Co Ltd Rock (Nominees) Ltd
Related Party Transactions
The proposed subscriptions for Placing Shares by David Horner, Mark Thistlethwayte and Chelverton Growth Trust plc constitute related party transactions as defined by the AIM Rules. The Independent Directors of the Company in relation to these transactions are Vivien Langford, Geoff Martin and Mark Pollard. The Independent Directors of the Company consider, having consulted with Cairn Financial Advisers LLP, the Company's nominated adviser, that the terms of the transaction are fair and reasonable insofar as the Company's shareholders are concerned.
This notification contains Inside Information for the purposes of Article 7 of EU Regulation 596/2014. Upon publication of this notification, this information is now considered to be in the public domain.
Enquiries
CEPS PLC David Horner, Chairman
| +44 1225 483030 |
Cairn Financial Advisers LLP Tony Rawlinson, James Caithie, Richard Nash | +44 20 7213 0880 |
Ceps (CEPS)