Proposed Director Dealing

RNS Number : 6272A
Science Group PLC
30 September 2020
 

 

 


 

30 September 2020

 

Science Group plc

(the "Company" or "Science Group")

 

 

Proposed Director Dealing

 

Science Group announces that it has been notified by Martyn Ratcliffe, Executive Chairman of the Company of his intention to sell up to 2,000,826 ordinary shares of £0.01 each in the Company ("Sale Shares") at a price of 240 pence per Sale Share (the "Sale").

The Sale Shares represent approximately 4.8% of the Company's issued share capital excluding treasury shares. Assuming all the Sale Shares are sold, Martyn Ratcliffe will, following completion of the Sale, continue to have an interest in approximately 27.25% of the issued share capital (excluding treasury shares) of the Company.

Martyn Ratcliffe has undertaken that he will not dispose of any further ordinary shares for a period of 12 months after completion of the Sale (subject to customary exceptions).

The Company is not a party to the Sale and will not receive any proceeds from the Sale.

Background to the Transaction

In January 2019, at the conclusion of the strategic review, the Board of Science Group highlighted that while "the Company benefits from a supportive shareholder base, the lack of liquidity creates a market inefficiency which may impact the valuation of the Group."

Since 2010, the largest shareholder in the Company has been the Executive Chairman, Martyn Ratcliffe, following his investment in March of that year and the subsequent placing in May 2010. Mr Ratcliffe's current shareholding is 13,412,906 shares equivalent to 32.03% of the issued share capital excluding treasury shares. Due to the scale of Mr Ratcliffe's shareholding, each year shareholders and the Takeover Panel must also approve a waiver of Rule 9 of the Takeover Code in order that the Company can undertake share buy-backs.

Mr Ratcliffe has now agreed to reduce his shareholding in order to broaden the shareholder base and reduce shareholder concentration through the Sale. Following this transaction, Mr Ratcliffe will remain the Group's largest shareholder.

 

End

Science Group plc


Sarah Cole, Company Secretary

Tel: +44 (0) 1223 875 200


www.sciencegroup.com



Stifel Nicolaus Europe Limited (Nominated Adviser and Joint Broker)


Nick Adams, Alex Price

Tel: +44 (0) 20 7710 7600



Liberum Capital Limited (Joint Broker)


Neil Patel, Cameron Duncan

Tel: +44 (0) 20 3100 2000



MHP Communications (PR Advisor to Science Group)


Reg Hoare, James Bavister, Pete Lambie

Tel: +44 (0) 20 3128 8100


sciencegroup@mhpc.com

 

Note: This announcement contains inside information which is disclosed in accordance with the Market Abuse Regulation (No 596/2014).  The person responsible for this announcement is Sarah Cole, Company Secretary .

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