Deferred Consideration and Issue of Equity re Q4Ex

RNS Number : 6701Y

SysGroup PLC

07 March 2017

 

7 March 2017

SysGroup plc

("SysGroup" or the "Company" or the "Group")

Payment of Deferred Consideration and Issue of Equity

Further to the announcement of 14 February 2017, the Group announces that Q4Ex Limited ("Q4Ex") has exceed the financial targets for the period to 31 December 2016, triggering a final payment of Earn-out consideration of £416,000, to be settled through the issue of 611,766 new ordinary shares ("Earn-out Shares") to the vendors of Q4Ex ("Vendors") at price of 68 pence per share.

Change in Directors' and Vendors' holdings

In light of the issue of the Earn-out Shares, the percentage holdings of the Vendors and Directors of the Group will be as follows:

Vendor	Earn out Shares issued	Number of Ordinary Shares	% of Enlarged Share Capital1
Christopher Evans2	195,765	1,040,611	4.50
Paul Jones	195,765	76,364	3.11
Arthur Duffy	195,765	712,500	3.08
Other	24,7471	99,286	0.43

Director	Number of Ordinary Shares	% of Enlarged Share Capital1
Christopher Evans2	1,040,611	4.50
Michael Edelson	689,600	2.98
Robert Khalastchy	6,346	0.03
Amy Yateman-Smith3	Nil	Nil

Notes:

1.      The Group's share capital of 23,103,898 ordinary shares of 1p each as enlarged by the 611,766 Earn-out Shares, which are expected to be admitted to trading on AIM on 10 March 2017. ("Enlarged Share Capital").

2.      Christopher Evans is a vendor of Q4Ex and received 195,765 Earn-out Shares

3.      Representative of Livingbridge VC LLP

Admission to trading and total voting rights

Application has been made to the London Stock Exchange for the Earn-out Shares to be admitted to trading on AIM. Admission is expected to take place on 10 March 2017. The Earn-out Shares will rank pari passu with the existing issued Ordinary Shares.

Following the issue of the Earn-out Shares, the Company will have 23,103,898 Ordinary Shares, with each Ordinary Share carrying the right to one vote. The Company has no Ordinary Shares held in treasury. The total of 23,103,898 Ordinary Shares may therefore 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 in their interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

For further information please contact: SysGroup plc Chris Evans, CEO Julian Llewellyn, CFO	Tel: [phone]
Shore Capital (Nomad and Broker) Bidhi Bhoma / Edward Mansfield	Tel: [phone]

About SysGroup

SysGroup is a leading provider of Cloud Hosting, Managed Services and expert IT Consultancy. The Group delivers solutions that ensure clients understand and benefit from industry-leading technologies and advanced hosting capabilities.  The SysGroup team focuses on a customer's strategic and operational requirements - enabling them to free up resources, grow their core business and avoid the distractions and complexity of delivering IT services.

The Group has offices in Liverpool, Coventry, London and East Sussex.

For more information, visit http://www.sysgroup.com

 

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