TIDMAAA
RNS Number : 9807C
All Active Asset Capital Limited
23 October 2020
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF THE MARKET ABUSE REGULATIONS (EU) NO. 596/2014
("MAR"). IN ADDITION, MARKET SOUNDINGS WERE TAKEN IN RESPECT OF THE
MATTERS CONTAINED IN THIS ANNOUNCEMENT, WITH THE RESULT THAT
CERTAIN PERSONS BECAME AWARE OF SUCH INSIDE INFORMATION. UPON THE
PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW
CONSIDERED TO BE IN THE PUBLIC DOMAIN AND SUCH PERSONS SHALL
THEREFORE CEASE TO BE IN POSSESSION OF INSIDE INFORMATION.
23 October 2020
All Active Asset Capital Limited
('AAA' or the 'Company')
Placing to raise GBP11.5 million at 8 p and issue of warrants
exercisable at 15p
Board change
Placing
The Board of AAA is pleased to announce that the Company has
conditionally raised gross proceeds of GBP11.5 million through a
placing of 143.75 million new ordinary shares ('the Placing
Shares') at an issue price of 8p ('the Placing Price') per share
('the Placing').
In addition, 71.875 million warrants to subscribe for new
ordinary shares in the Company ('Ordinary Shares') are to be
granted to the subscribers in the Placing on a 1 warrant for 2
Placing Shares basis ('the Placing Warrants'). The Placing Warrants
will be exercisable at 15p per Ordinary Share for a period of 18
months from Admission (as defined below). The Placing Warrants
shall not be admitted to trading on AIM or any other stock market,
but will be transferable.
It is intended that the net proceeds of the Placing will be used
by AAA to make further investments in accordance with the Company's
stated investing policy.
The issue of the Placing Shares is conditional, inter alia, on
Admission (as defined below). Application will be made for the
Placing Shares to be admitted to trading on AIM on or around 12
November 2020 ('Admission'). Further details of the Placing and the
Placing Warrants are set out below.
The Placing Shares are to be issued to a range of institutional
and other investors and following Admission the Placing Shares will
represent 15.3% of the issued share capital of the Company as
enlarged by the issue of the Placing Shares.
The Company's current total number of Ordinary Shares in issue
as at the date of this announcement is 795,640,239. On Admission,
the Company will have 939,390,239 Ordinary Shares in issue
(assuming that none of the unexercised existing warrants over
Ordinary Shares in the Company are exercised prior to Admission),
each with one voting right. There are no shares held in treasury.
Therefore, assuming that none of the unexercised existing warrants
over Ordinary Shares in the Company are exercised prior to
Admission, the Company's total number of Ordinary Shares and voting
rights will be 939,390,239 and this figure may be used by
shareholders from Admission 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.
Board change
Peter Antonioni has stepped down from the Board as non-executive
director, with immediate effect, to pursue other interests.
Rodger Sargent, Executive Director of AAA, commented, "We are
pleased to have received such significant commitments from
important new investors.
We are currently considering various exciting business
opportunities within the technology remit of AAA's investing
policy. The completion of today's fundraise, combined with the
recent exercise of a large number of outstanding warrants, and our
minimal operating costs, will very materially strengthen the
Company's capital base.
I would also like to thank Peter Antonioni for his brief,
however most effective, service to the Company. I wish him all the
best; he leaves AAA in rude health, with an exciting future."
For further information:
All Active Asset Capital Limited
James Normand, Non-Executive Chairman
Rodger Sargent, Executive Director
www.aaacap.com
Allenby Capital Limited (Nominated Adviser and Broker)
Alex Brearley / Nick Athanas
T: +44 (0) 203 328 5656
www.allenbycapital.com
Oberon Capital (Broker to the Placing)
Mike Seabrook
T: +44(0) 203 179 5300
www.oberoninvestments.com
Buchanan (Financial PR)
Richard Oldworth / Chris Lane / Toto Berger
T: +44 (0) 207 466 5000
E: AAAC@buchanan.uk.com
Details of the Placing, Placing Warrants and Admission
The Placing will result in the issue of a total of 143,750,000
Placing Shares, representing, in aggregate, approximately 15.3% of
the issued share capital of the Company as enlarged by the issue of
the Placing Shares.
In addition, for every two Placing Shares, subscribers in the
Placing will be issued with one Placing Warrant to subscribe for
one new Ordinary Share at 15p per share. The Placing Warrants may
be exercised for 18 months following the date of Admission. The
Placing Warrants will not be admitted to trading on AIM or any
other stock market. The Placing Warrants will be transferable.
Application will be made to the London Stock Exchange for the
Placing Shares to be admitted to trading on AIM and such Admission
is expected to occur on or around 12 November 2020.
The Placing Shares, when issued and fully paid, will rank pari
passu in all respects with the existing Ordinary Shares in issue
and therefore will rank equally for all dividends or other
distributions declared, made or paid after the issue of the Placing
Shares on Admission.
Oberon Capital has entered into a placing agreement ('Placing
Agreement') with the Company under which Oberon Capital has, on the
terms and subject to the conditions set out therein (including
Admission), undertaken to use its reasonable endeavours to procure
subscribers for the Placing Shares at the Placing Price. The
Placing Agreement contains certain warranties and indemnities from
the Company in favour of Oberon Capital. The Placing is not being
underwritten by Oberon Capital or any other person.
The Placing is conditional, inter alia, upon Admission on or
before 12 November 2020 (which date may be extended by Oberon and
the Company but not beyond 20 November 2020), and the Placing
Agreement not being terminated in accordance with its terms prior
to Admission.
Information to Distributors
Solely for the purposes of the product governance requirements
contained within: (a) EU Directive 2014/65/EU on markets in
financial instruments, as amended ("MiFID II"); (b) Articles 9 and
10 of Commission Delegated Directive (EU) 2017/593 supplementing
MiFID II; and (c) local implementing measures (together, the
"Product Governance Requirements"), and disclaiming all and any
liability, whether arising in tort, contract or otherwise, which
any "manufacturer" (for the purposes of the Product Governance
Requirements) may otherwise have with respect thereto, the Placing
Shares have been subject to a product approval process, which has
determined that the Placing Shares are: (i) compatible with an end
target market of retail investors and investors who meet the
criteria of professional clients and eligible counterparties, each
as defined in MiFID II; and (ii) eligible for distribution through
all distribution channels as are permitted by MiFID II (the "Target
Market Assessment"). Notwithstanding the Target Market Assessment,
investors should note that: the price of the Placing Shares may
decline and investors could lose all or part of their investment;
Placing Shares offer no guaranteed income and no capital
protection; and an investment in the Placing Shares is compatible
only with investors who do not need a guaranteed income or capital
protection, who (either alone or in conjunction with an appropriate
financial or other adviser) are capable of evaluating the merits
and risks of such an investment and who have sufficient resources
to be able to bear any losses that may result therefrom. The Target
Market Assessment is without prejudice to the requirements of any
contractual, legal or regulatory selling restrictions in relation
to the Placing. Furthermore, it is noted that, notwithstanding the
Target Market Assessment, only investors who have met the criteria
of professional clients and eligible counterparties have been
procured. For the avoidance of doubt, the Target Market Assessment
does not constitute: (a) an assessment of suitability or
appropriateness for the purposes of MiFID II; or (b) a
recommendation to any investor or group of investors to invest in,
or purchase, or take any other action whatsoever with respect to
the Placing Shares.
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