Result of AGM

RNS Number : 5239R

Energiser Investments PLC

30 June 2020

 

Energiser Investments PLC

('Energiser", the "Company" or the "Group")

Result of Annual General Meeting

Placing, Total Voting Rights, Change of Directors, Change of Name and Change of Investing Policy

Result of AGM

The Company is pleased to announce that at the Annual General Meeting held today, all resolutions were duly passed.  The results of the proxy voting will be made available in due course on the Company's website.

Placing

The Placing announced on 3 June 2020 was conditional, inter alia, on the passing of all the Resolutions. The Company has placed 130,000,000 New Ordinary Shares at a price of 0.5 pence per share raising approximately £650,000, before expenses. Terms and expressions in this announcement have the same meaning as the Fundraising announcement made on 3 June 2020.

Application has been made to the London Stock Exchange for the admission of the New Ordinary Shares to trading on AIM. Admission is expected to take place at 8.00 a.m. on 1 July 2020. The Placing is conditional also upon Admission becoming effective and the Placing Agreement becoming unconditional and not being terminated.

The New Ordinary Shares will, when issued, be credited as fully paid and rank pari passu with the existing Ordinary Shares, including, without limitation, the right to receive all future dividends and distributions declared, made or paid after the date of issue of the New Ordinary Shares.

Total voting rights

Following Admission, the Company will have a total of 253,912,957 Ordinary Shares of 0.1 pence in issue.  With effect from Admission, 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 Disclosure Guidance and Transparency Rules of the Financial Conduct Authority.

Directors' interests and dealings

Angus Forrest, now a director of the Company, acquired 20,000,000 Ordinary Shares in the Placing. In addition, Mr Forrest has today purchased 5,000,000 shares from Stephen Wicks at a price of 1 pence per shares. Following these transactions the interests of the directors in the Company are as follows:

Director	Number of shares held on 30 June 2020	Number  of  shares purchased / transferred	Number, of Ordinary  shares  held immediately following Admission	%
Angus Forrest	1,257,558	25,000,000	26,257,558	10.34
Nishith Malde *	12,689,964	-	12,689,964	4.99

* The beneficial holding of Nishith Malde comprises his direct shareholding of 11,230,464 shares and an interest of 1,459,500 shares in the Company held by way of his shareholding in Highlands Village Limited, of which he owns 8.4 per cent.

The other directors own no shares.

Stephen Wicks, former director of the Company, following the sale outlined above to Angus Forrest has interests over 30,289,930 Ordinary Shares in the Company representing 11.93 per cent. of the Company's issued share capital. Mr Wicks' shareholding comprises his direct shareholding of 23,558,855 shares and an interest of 6,731,075 shares in the Company held by way of his shareholding in Highlands Village Limited, of which he owns 38.74 per cent.

The notifications made below the contact details are in accordance with the requirements of the EU Market Abuse Regulation and provides further detail on the dealings outlined above.

Change of Directors

Simon Bennett, Angus Forrest and John Wakefield were appointed as Directors, whilst Stephen Wicks and John Depasquale have resigned.  The Board would like to thank the outgoing directors for their significant contribution to all aspects of the Company over the past years.

Change of name

Shareholders should note that the name of the Company is being changed to Drumz plc and the TIDM to DRUM.LN when Companies House has processed the changes.  A further announcement will be made when the changes have been made.  Replacement share certificates will not be issued.

Website

The current website www.Energiserinvestmentsplc.co.uk will be maintained as an interim measure, whilst the new site is developed and launched. When the new website is available a further announcement will be made.

Change of Investing Policy

The investing policy has now been changed and the Company's new investing policy will be to invest principally but not exclusively in the technology sector within Europe, with a focus on businesses generating revenues from the use of and sale of software.

The Directors believe there are opportunities to invest in and acquire established businesses which own good technology and have quality customers and which could better exploit their assets and accelerate their growth with the injection of experienced management and new funds.

Drumz will, where necessary, make available some of its experienced management team and  provide finance to facilitate the necessary changes, so that the businesses in which Drumz invests will be transformed over a two to four year period. In due course the new Directors expect to dispose of such businesses, in whole or in part, in order to realise value for Drumz and its shareholders. 

The new Directors are pleased to report that several prospective target investments have been identified, although any future investments will naturally be dependent on completion of satisfactory due diligence and the Company reaching acceptable terms with the vendors.

Further announcements will be made in due course.

For further information please contact:
Energiser Investments Plc
Angus Forrest / Nish Malde	[phone]
WH Ireland (NOMAD & Broker)	www.whirelandcb.com
Mike Coe / Chris Savidge	020 7220 1666
Peterhouse Capital Limited Joint broker
Lucy Williams / Duncan Vasey	020 7469 0936

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Angus Forrest
2	Reason for the notification
a)	Position/status	CEO
b)	Initial notification /Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Energiser Investments plc, to be renamed Drumz plc
b)	LEI	213800JHJFKALDJA5X97
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 0.1p each GB00B06CZD75
b)	Nature of the transaction	Purchase of shares
c)	Price(s) and volume(s)	Price(s) Volume(s) 0.5p 1p 20,000,000 5,000,000
d)	Aggregated information - Aggregated volume - Price	2,500,000 £150,000
e)	Date of the transaction	1 July 2020
f)	Place of the transaction	London Stock Exchange, AIM

 

END

 

 

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