Successful Result of Firm Placing, Open offer & GM

RNS Number : 0107D

Accsys Technologies PLC

21 April 2017

 

AIM: AXS

NYSE Euronext Amsterdam: AXS

21 April 2017

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR SWITZERLAND OR INTO ANY OTHER JURISDICTION WHERE TO DO SO WOULD BREACH ANY APPLICABLE LAW OR REGULATION.

THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND DOES NOT CONSTITUTE A PROSPECTUS OR PROSPECTUS EQUIVALENT DOCUMENT.  NOTHING HEREIN SHALL CONSTITUTE AN OFFERING OF NEW ORDINARY SHARES.  ANY DECISION TO PURCHASE, SUBSCRIBE FOR, OTHERWISE ACQUIRE, SELL OR OTHERWISE DISPOSE OF ANY NEW ORDINARY SHARES MUST BE MADE ONLY ON THE BASIS OF THE INFORMATION CONTAINED IN AND INCORPORATED BY REFERENCE INTO THE PROSPECTUS PUBLISHED BY ACCSYS TECHNOLOGIES PLC ON 29 MARCH 2017 (THE "PROSPECTUS"). COPIES OF THE PROSPECTUS ARE AVAILABLE FROM THE REGISTERED OFFICE OF ACCSYS TECHNOLOGIES PLC AND ON ITS WEBSITE AT WWW.ACCSYSPLC.COM

Accsys Technologies PLC ("Accsys" or the "Company")

Successful Results of Firm Placing and Open Offer
 and
General Meeting

On 29 March 2017, Accsys announced the details of a proposed Firm Placing and Open Offer to raise proceeds of up to approximately €14,023,550 (before expenses) through the issue of 17,400,000 Firm Placing Shares and up to 2,923,986 Open Offer Shares, at the Offer Price of €0.69 per New Ordinary Share.

The Open Offer closed for acceptances at 11.00 a.m. on 20 April 2017.  Accsys is pleased to announce that it has received valid acceptances under the Open Offer and its Excess Application Facility in respect of 12,965,475 New Ordinary Shares, representing an over-subscription in excess of four times the 2,923,986 New Ordinary Shares available under the Open Offer and Excess Application Facility.   As applications under the Excess Application Facility cannot be satisfied in full, such New Ordinary Shares available shall be allocated in such manner as the Directors may determine, in their absolute discretion in accordance with the terms set out in the Prospectus.

The gross proceeds raised under the Open Offer will therefore be the maximum amount of €2,017,550.34.  Accordingly, the aggregate amount raised pursuant to the Firm Placing and Open Offer will be approximately €14,023,550 (before expenses).

It is anticipated that the return of funds in respect of applications under the Excess Application Facility that have been scaled back will be credited back into CREST not later than 28 April 2017 with cheques for certificated applications issued soon thereafter.

Accsys is also pleased to announce that, at the General Meeting held earlier today, all the resolutions set out in the notice of General Meeting dated 29 March 2017 were duly passed, with in excess of 27,500,000 proxy votes cast for each resolution tabled and in excess of 99% of all proxy votes being 'for' each resolution.

Application has been made for 17,400,000 Firm Placing Shares and 2,923,986 Open Offer Shares to be admitted to trading on AIM and Euronext Amsterdam.  It is expected that Admission will become effective and dealings in the 20,323,986 New Ordinary Shares will commence at 8.00 a.m. on 24 April 2017.  The Firm Placing and Open Offer remains conditional upon the Underwriting Agreement becoming unconditional in all respects and not having been terminated in accordance with its terms prior to Admission.

Capitalised terms not otherwise defined in the text of this announcement have the meanings given to them in the Prospectus.

Paul Clegg, Chief Executive commented: "We are delighted at the level of support we have received from new and existing shareholders at the time of the transformational developments in our capacity expansion for the manufacture of both Accoya and Tricoya."

For further information, please contact:

Accsys Technologies PLC	Paul Clegg, CEO William Rudge, FD Hans Pauli, Executive Director, Corporate Development	via MHP Communications
Numis Securities Limited	Nominated Adviser: Oliver Cardigan Jamie Lillywhite Corporate Broking: Christopher Wilkinson Ben Stoop	[phone]
MHP Communications	Tim Rowntree	[phone]
Off the Grid (The Netherlands)	Frank Neervoort Giedo Van Der Zwan	[phone] [phone]

IMPORTANT NOTICE

The information contained in this announcement is not for release, publication or distribution to persons in the United States or any Restricted Jurisdiction, and should not be distributed, forwarded to or transmitted in or into any jurisdiction, where to do so might constitute a violation of local securities laws or regulations.

Any subscription for or purchase of New Ordinary Shares under the Firm Placing and Open Offer has been made solely on the basis of the information contained in the Prospectus.  This announcement is for background purposes only and is not intended to and does not constitute or form part of any offer or invitation to purchase or subscribe for, or any solicitation to purchase or subscribe for, any securities in any jurisdiction. The New Ordinary Shares have not been and will not be registered under the US Securities Act or with any securities regulatory authority of any state or other jurisdiction in the United States or under the securities laws of any Restricted Jurisdiction and may not be offered or sold in the United States or any Restricted Jurisdiction absent registration or an exemption from registration.

Numis Securities Limited ("Numis") is authorised and regulated in the United Kingdom by the Financial Conduct Authority. Numis is acting for Accsys and is acting for no one else in connection with the Firm Placing and Open Offer and will not regard any other person as a client in relation to the Firm Placing and Open Offer and will not be responsible to anyone other than Accsys for providing the protections afforded to its clients, nor for providing advice in connection with the Firm Placing and Open Offer or any other matter, transaction or arrangement referred to herein.

This announcement has been issued by and is the sole responsibility of Accsys. Apart from the responsibilities and liabilities, if any, which may be imposed upon Numis by the Financial Services and Markets Act 2000, neither Numis nor any of its subsidiary undertakings, affiliates or any of its directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever and makes no representation or warranty, express or implied, for the contents of this announcement, including its accuracy, fairness, sufficiency, completeness or verification or for any other statement made or purported to be made by it, or on its behalf, in connection with Accsys or the New Ordinary Shares or the Firm Placing and Open Offer and nothing in this announcement is, or shall be relied upon as, a promise or representation in this respect, whether as to the past or future. Each of Numis and its subsidiary undertakings, affiliates or any of its directors, officers, employees, advisers and agents accordingly disclaims to the fullest extent permitted by law all and any responsibility and liability whether arising in tort, contract or otherwise (save as referred to above) which it might otherwise have in respect of this Announcement or any such statement.

References to times in this announcement are to London time.

Cautionary statement regarding forward-looking statements

This announcement includes statements that are, or may be deemed to be, "forward-looking statements". The words "believe," "estimate," "target," "anticipate," "expect," "could," "would," "intend," "aim," "plan," "predict," "continue," "assume," "positioned," "may," "will," "should," "shall," "risk", their negatives and other similar expressions that are predictions of or indicate future events and future trends identify forward-looking statements. An investor should not place undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties and other factors that are in many cases beyond the control of the Company or the Group. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. The Company cautions investors that forward-looking statements are not guarantees of future performance and that its actual results of operations and financial condition, and the development of the industry in which it operates, may differ materially from those made in or suggested by the forward-looking statements contained in this announcement and/or information incorporated by reference into this announcement. In addition, even if the Company's or the Group's results of operation, financial position and growth, and the development of the markets and the industry in which the Group operates, are consistent with the forward-looking statements contained in this announcement, these results or developments may not be indicative of results or developments in subsequent periods. The cautionary statements set forth above should be considered in connection with any subsequent written or oral forward-looking statements that the Company, or persons acting on its behalf, may issue.

 

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