Placing to raise £2.5 million

RNS Number : 5268I

Braveheart Investment Group plc

13 August 2021

 

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, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF IRELAND, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF EU REGULATION 596/2014 (WHICH FORMS PART OF DOMESTIC UK LAW PURSUANT TO THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("EUWA")) ("UK MAR"). IN ADDITION, MARKET SOUNDINGS (AS DEFINED IN UK MAR) WERE TAKEN IN RESPECT OF CERTAIN OF THE MATTERS CONTAINED WITHIN THIS ANNOUNCEMENT, WITH THE RESULT THAT CERTAIN PERSONS BECAME AWARE OF INSIDE INFORMATION (AS DEFINED UNDER UK MAR). UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THOSE PERSONS THAT RECEIVED INSIDE INFORMATION IN A MARKET SOUNDING ARE NO LONGER IN POSSESSION OF SUCH INSIDE INFORMATION, WHICH IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

13 August 2021

Braveheart Investment Group plc

("Braveheart", the "Company" or the "Group")

Placing to raise £2.5 million

Braveheart Investment Group (AIM: BRH), is pleased to announce a placing of 13,888,889 new ordinary shares of 2 pence each in the Company ("Placing Shares") at a price of 18 pence per share ("Placing Price"), raising gross proceeds of £2,500,000 before expenses (the "Placing").

Highlights

·Fundraise of £2,500,000, through a placing by the Company's broker, Peterhouse Capital Limited of 13,888,889 new ordinary shares of 2 pence each in the Company at an issue price of 18 pence per Placing Share.

· The Placing Shares will represent approximately 26.59 per cent. of the enlarged issued share capital of the Company.

· The Placing Shares are being issued at a price of 18 pence per Placing Share, representing a discount of approximately 20.88 per cent. to the closing mid-market share price of an existing ordinary share on 12 August 2021, the business day prior to this announcement.

· The Company has utilised its existing authority to issue new ordinary shares for cash on a non-pre-emptive basis.

·Trevor Brown, Chief Executive of the Company has subscribed for 3,500,000 Placing Shares and Free Association Books Limited, a company which is connected to Trevor Brown, has subscribed for 4,500,000 Placing Shares.

· Vivian Hallam, Executive Director of the Company, has subscribed for 833,333 shares in the Placing.

Trevor Brown, Braveheart CEO, commented: "We are delighted to have been able to raise this extra funding which will enable Paraytec to pursue its new strategy."

Reasons for the Placing and use of proceeds

The Company intends to use the net proceeds (£2,415,850) of the Placing to enable it to accelerate the development of Paraytec's Covid testing instrument by taking direct control of the final design and engineering packages. In parallel, partners will continue to be sought by Paraytec for licensing and development and/or potential sale. The Board believes this strategy should enable Paraytec to deliver a finished product to market directly if it fails to find a satisfactory deal with a third party.

Director participation in the Placing

Trevor Brown, Chief Executive of the Company, and Free Association Books Limited, a company connected to him, has subscribed for 8,000,000 Placing Shares, at the issue price of 18 pence per ordinary share. Following this subscription, Trevor Brown will hold 8,641,794 ordinary shares in the Company, equivalent to 16.55 per cent. of the Company's issued share capital as enlarged by the Placing. The FCA notification, made in accordance with the requirements of the UK Market Abuse Regulation, is appended below.

Vivian Hallam, Executive Director of the Company, has subscribed for 833,333 Placing Shares, at the issue price of 18 pence per ordinary share. Following this subscription, Vivian Hallam will hold 1,408,895 ordinary shares in the Company, equivalent to 2.70 per cent. of the Company's issued share capital as enlarged by the Placing. The FCA notification, made in accordance with the requirements of the UK Market Abuse Regulation, is appended below

Related Party Transaction

Trevor Brown and Vivian Hallam, Directors of the of the Company, are considered to be "related parties" as defined under the AIM Rules for Companies ("AIM Rules") and accordingly, their participation in the Placing constitutes a related party transaction for the purposes of Rule 13 of the AIM Rules.

The Directors independent of the Placing, being Susan Hagan (Non-Executive Director) and Qu Li (Non-Executive Director) consider, having consulted with the Company's nominated adviser, that the terms of Trevor Brown's and Vivian Hallam's participation in the Placing are fair and reasonable insofar as the Company's shareholders are concerned.

Details of the Placing and total voting rights

A total of 13,888,889 Placing Shares are to be issued at a price of 18 pence per share. The Placing has been conducted utilising the Company's existing share authorities. Peterhouse Capital Limited acted as the Company's broker in connection with the Placing. Allenby Capital Limited acted as the Company's nominated adviser in connection with the Placing.  The Placing is conditional, inter alia, on admission of the Placing Shares to trading on AIM ("Admission") becoming effective.

Application has been made to the London Stock Exchange for the Placing Shares to be admitted to trading on AIM. It is expected that Admission will become effective and that dealings in the Placing Shares on AIM will commence on or around 19 August 2021.

On Admission, the Company's issued ordinary share capital will consist of 52,230,340 ordinary shares of 2 pence each, with one vote per share. The Company does not hold any ordinary shares in treasury.  Therefore, on Admission, the total number of ordinary shares and voting rights in the Company will be 52,230,340.  With effect from Admission, this figure may be used by shareholders in the Company 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 share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

For further information: 

Braveheart Investment Group plc	Tel: [phone]
Trevor Brown CEO
Allenby Capital Limited (Nominated Adviser and Joint Broker)	Tel: [phone]
David Worlidge / James Reeve / George Payne
Peterhouse Capital Limited (Joint Broker)	Tel: [phone]
Heena Karani / Lucy Williams

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Trevor Brown
2	Reason for the notification
a)	Position/status	Chief Executive Officer
b)	Initial notification /Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Braveheart Investment Group plc
b)	LEI	2138006HQ3COMU626I61
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Ordinary shares of 2 pence each in Braveheart Investment Group plc GB00B13XV322
b)	Nature of the transactions	Purchase of ordinary shares
c)	Price(s) and volume(s)	Price(s) 18p	Volume(s) 8,000,000
d)	Aggregated information - Aggregated volume - Price - Principal amount	8,000,000 18p £1,440,000
e)	Dates of the transaction	12 August 2021
f)	Place of transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Vivian Hallam
2	Reason for the notification
a)	Position/status	Executive Director
b)	Initial notification /Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Braveheart Investment Group plc
b)	LEI	2138006HQ3COMU626I61
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument, type of instrument Identification code	Ordinary shares of 2 pence each in Braveheart Investment Group plc GB00B13XV322
b)	Nature of the transactions	Purchase of ordinary shares
c)	Price(s) and volume(s)	Price(s) 18p	Volume(s) 833,333
d)	Aggregated information - Aggregated volume - Price - Principal amount	833,333 18p £149,999.94
e)	Dates of the transaction	12 August 2021
f)	Place of transaction	Outside a trading venue

 

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