Rule 2.9 Announcement

RNS Number : 6439F

Gfinity PLC

18 November 2020

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO, OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION

18 November 2020

Gfinity PLC

("Gfinity" or the "Company")

Rule 2.9 Announcement

Gfinity plc (AIM: GFIN), a leading esports and gaming solutions provider, announces that it has issued 2,192,843 new ordinary shares of 0.1 pence each in the capital of the Company ("Ordinary Shares") following the receipt of a warrant notice in respect of 492,844  Ordinary Shares and exercise notices under the Company's share option schemes in respect of 1,699,999 Ordinary Shares. The warrants had an exercise price of 1 penny per Ordinary Share.

Subsequent to the issue of the new Ordinary Shares described above:

-  the total number of Ordinary Shares and voting rights in the Company is 785,513,252. 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; and

-  Gfinity confirms for the purposes of Rule 2.9 of the Takeover Code (the "Code") that, as at the close of business on 18 November 2020, it will have in issue 785,513,252 Ordinary Shares. The International Securities Identification Number (ISIN) for the Ordinary Shares is GB00BT9QD572.

Enquiries:

Gfinity plc	www.Gfinityplc.com
John Clark, Chief Executive Officer Gfinity investor relations	Via Teneo [e-mail]
finnCap Group - Financial Adviser Henrik Persson / Marc Milmo / Kate Bannatyne / Teddy Whiley - finnCap Corporate Finance Chris Malcolm / Steph Frayne - Cavendish Corporate Finance	Tel: [phone]
Canaccord Genuity Limited- AIM Nominated Adviser and Broker Bobbie Hilliam / Georgina McCooke	Tel: [phone]
Teneo - Media	Tel: [phone]
Camilla Cunningham	[e-mail]

Other matters

finnCap Ltd ("finnCap"), which is regulated in the United Kingdom by the Financial Conduct Authority, is acting for the Company in relation to the matters described in this announcement and is not advising any other person, and accordingly will not be responsible to anyone other than the Company for providing the protections afforded to customers of finnCap or for providing advice in relation to the matters described in this announcement.

Canaccord Genuity Ltd ("CGL"), which is regulated in the United Kingdom by the Financial Conduct Authority, is acting for the Company in relation to the matters described in this announcement and is not advising any other person, and accordingly will not be responsible to anyone other than the Company for providing the protections afforded to customers of CGL or for providing advice in relation to the matters described in this announcement.

Rule 26.1

In accordance with Rule 26.1 of the Code, a copy of this announcement will be available on the investor section of the Company's website at www.Gfinityplc.com The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

Disclosure requirements of the Code

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any securities exchange offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any securities exchange offeror is first identified. An Opening Position Disclosure must contain details of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any securities exchange offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a securities exchange offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1% or more of any class of relevant securities of the offeree company or of any securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any securities exchange offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s), save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a securities exchange offeror, they will be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Takeover Panel's website at www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. You should contact the Panel's Market Surveillance Unit on [phone] if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.

 

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