Open Offer Launch, Posting of Circular, GM Notice

RNS Number : 0806D

Tekmar Group PLC

28 February 2022

 

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, NEW ZEALAND, CANADA, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.  PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS ANNOUNCEMENT.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO PURCHASE AND/OR SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN TEKMAR GROUP PLC OR ANY OTHER ENTITY IN ANY JURISDICTION. NEITHER THIS ANNOUNCEMENT NOR THE FACT OF ITS DISTRIBUTION, SHALL FORM THE BASIS OF, OR BE RELIED ON IN CONNECTION WITH ANY INVESTMENT DECISION IN RESPECT OF TEKMAR GROUP PLC.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION. 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.

28 February 2022

TEKMAR GROUP PLC

("Tekmar", the "Company" and, together with its subsidiaries, the "Group")

Launch of Open Offer, Posting of Circular, Notice of General Meeting

Tekmar Group (AIM: TGP), a leading provider of technology and services for the global offshore energy markets, is pleased to announce that further to the Company's announcement at 7.01 a.m. on 25 February 2022 (the "Launch Announcement"), the Company will today post a Circular to Qualifying Shareholders regarding the Open Offer of up to 2,249,015 Open Offer Shares in the Company at the Issue Price of 45 pence per Open Offer Share to raise approximately £1 million (before expenses).

Pursuant to the Open Offer, Qualifying Shareholders will be given the opportunity to subscribe for:

1 Open Offer Share for every 23 Existing Ordinary Share

held by each Qualifying Shareholder on the Record Date.

Any Open Offer Shares not subscribed for by Qualifying Shareholders will be available to Qualifying Shareholders under the Excess Application Facility  and as such, Qualifying Shareholders seeking to limit their dilution from the Placing, the Subscription and the Primary Bid Offer can also request additional Open Offer Shares ("Excess Shares") under the Excess Application Facility. The Open Offer is not being underwritten. 

Posting of Circular

Further details regarding the Open Offer are available in the Circular, which will be posted today to Qualifying Shareholders, along with the Application Form (where applicable).   The Circular will set out the expected timetable of principal events (as set out below) which has been revised from the expected timetable set out in the Launch Announcement. The Circular will also be made available on the Company's website:    https://investors.tekmar.co.uk/investors/circulars-and-notices/  

Notice of General Meeting

A notice convening a General Meeting of the Company is set out at the end of the Circular.  The General Meeting is to be held at 10.00 a.m. on 16 March 2022 at the offices of Tekmar Group plc, Innovation House, Centurion Way, Darlington DL3 0UP .  

Capitalised terms used in this announcement have the meanings given to them in the Launch Announcement, unless the context provides otherwise.

Enquiries:

Tekmar Group plc Alasdair MacDonald, CEO Derek Bulmer, CFO	[phone]
Singer Capital Markets (Nominated Adviser and Joint Broker) Rick Thompson / Rachel Hayes / Amanda Gray / Alex Bond	[phone]
Bamburgh Capital Limited (Financial PR & Investor Relations) Murdo Montgomery	[phone]

The person responsible for arranging the release of this announcement on behalf of the Company is Derek Bulmer, Chief Financial Officer.

Expected timetable of principal events:

Record Date for the Open Offer	6.00 p.m. on 24 February 2022
Announcement of the Firm Placing and Open Offer	25 February 2022
Publication and posting of this document, the Application Form and Form of Proxy	28 February 2022
Ex-entitlement Date	8.00 a.m. on 28 February 2022
Open Offer Entitlements and Excess CREST Open Offer Entitlements credited to stock accounts of Qualifying CREST Shareholders	1 March 2022
Recommended latest time and date for requesting withdrawal of Open Offer Entitlements from CREST	4.30 p.m. on 8 March 2022
Recommended latest time and date for depositing Open Offer Entitlements into CREST	3.00 p.m. on 9 March 2022
Latest time and date for splitting of Application Forms (to satisfy bona fide market claims only)	3.00 p.m. on 10 March 2022
Latest time and date for receipt of completed Forms of Proxy to be valid at the General Meeting	10.00 a.m. on 14 March 2022
Latest time and date for acceptance of the Open Offer and receipt of completed Application Forms and payment in full under the Open Offer or settlement of relevant CREST instruction (if appropriate)	11.00 a.m. on 14 March 2022
General Meeting	10.00 a.m. on 16 March 2022
Announcement of result of General Meeting and Open Offer	16 March 2022
Admission and commencement of dealings in the New Ordinary Shares on AIM	8.00 a.m. on 17 March 2022
New Ordinary Shares credited to CREST members' accounts	17 March 2022
Despatch of definitive share certificates in certificated form	Within 10 Business Days of Admission

 

END

 

 

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