TIDMIMMO
RNS Number : 7503A
Immotion Group PLC
23 January 2020
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN ARE
RESTRICTED AND ARE NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES,
AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY JURISDICTION IN WHICH
THE SAME WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT
CONSTITUTE AN OFFER TO SELL OR ISSUE OR A SOLICITATION TO BUY,
SUBSCRIBE FOR OR OTHERWISE ACQUIRE ANY SECURITIES IN ANY
JURISDICTION IN WHICH ANY SUCH OFFER OR SOLICITATION WOULD BE
UNLAWFUL, INCLUDING THE UNITED STATES, CANADA, AUSTRALIA, JAPAN OR
THE REPUBLIC OF SOUTH AFRICA. NEITHER THIS ANNOUNCEMENT NOR
ANYTHING CONTAINED HEREIN SHALL FORM THE BASIS OF, OR BE RELIED
UPON IN CONNECTION WITH, ANY SUCH OFFER, SOLICITATION OR COMMITMENT
WHATSOEVER IN ANY OF THOSE JURISDICTIONS.
Immotion Group plc
("Immotion Group", "Immotion", the "Company" or the "Group")
Result of Placing
Immotion Group, the UK-based immersive virtual reality
out-of-home entertainment group, is pleased to announce that it has
raised gross proceeds of GBP2.85 million as result of the
oversubscribed fundraising announced earlier today (the
"Placing").
A total of 39,310,339 Placing Shares in the Company have been
conditionally placed by WH Ireland Limited and Alvarium Capital
Partners Limited (the "Brokers") with new and existing investors at
a price of 7.25 pence per share (the "Issue Price").
The Placing Shares will represent approximately 12.1 per cent.
of the Company's issued share capital following completion of the
Placing ("Enlarged Share Capital"). The Issue Price represents a
discount of approximately 11.0 per cent. to the closing mid-market
price of Immotion's existing ordinary shares of 8.15 pence on 22
January 2020 (being the last business day prior to the announcement
of the Placing earlier today).
The Placing is subject upon, inter alia, shareholder approval,
Admission becoming effective and the Placing Agreement becoming
unconditional and not being terminated in accordance with its
terms.
A circular to shareholders will today be published seeking
authority to allot equity securities for cash. Copies of the
circular, including the notice of general meeting to be held at WH
Ireland Limited, 24 Martin Lane, London, EC4R 0DR on 10 February
2020 at 10.00a.m., will shortly be posted to shareholders and will
be available on the Company's website https://immotion.co.uk/.
As set out in the Company's Admission Document dated 12 July
2018, the Company has a "Concert Party" which, at the time of the
Company's initial public offering ("IPO") held, in aggregate, 72.14
per cent. of the then fully diluted issued share capital of the
Company.
Since the IPO, the Concert Party's percentage ownership of the
Company has reduced, primarily as a result of dilution and share
trading and, accordingly, the Company understands that the members
of the Concert Party currently hold 146,918,469 Existing Ordinary
Shares and options over 8,414,083 to be issued Ordinary Shares,
representing approximately 51.34 per cent. of the current issued
share capital of the Company and 52.73 per cent. of the fully
diluted issued share capital of the Company. The Placing will
result in further dilution of the Concert Party's interest to below
50 per cent of both the issued and to be issued share capital of
the Company.
Patrick Brennan, a member of the Concert Party, has participated
in the Placing. Immediately following Admission and assuming the
issue of all of the Placing Shares, including those to Patrick
Brennan, the members of the Concert Party will hold, in aggregate,
approximately 45.78 per cent. of the issued share capital and,
including options, approximately 47.14 per cent. of the fully
diluted Enlarged Share Capital of the Company.
Following the Placing, as the Concert Party will hold more than
30 per cent. but less than 50 per cent. of the Company's voting
share capital at Admission, any further acquisition of any interest
in shares in the Company by any member of the Concert Party may
trigger an obligation under Rule 9 of the Code requiring the
members of the Concert Party to make a general offer to all
Shareholders to acquire the entire issued share capital of the
Company.
Capitalised terms used but not defined in this announcement have
the meanings given to them in the Company's announcement released
earlier today in respect of the Placing unless the context provides
otherwise.
Martin Higginson, CEO of Immotion Group, said:
"We are delighted to have successfully completed this fundraise
and for the strong support received following consultation with our
major shareholders. The Directors believe that the funds raised
will be sufficient to enable the Company to deliver its plans as
outlined in this morning's announcement; to fund capital
expenditure necessary for the Mandalay Bay installation along with
circa 150 additional headsets, as well as for general business and
working capital requirements. This makes us well placed to achieve
positive monthly EBITDA by or around the end of Q1 based on our
forecasted costs base."
Enquiries:
Immotion Group Martin Higginson Tel: +44 (0) 161 235
8505
WH Ireland Limited Corporate Finance: Tel: +44 (0) 207 220
(Nomad and Joint Broker) Adrian Hadden 1666
Darshan Patel
Matthew Chan
Sales / Corporate
Broking:
Jasper Berry
Hayley Richardson
David Kilbourn
Alvarium Capital Partners Alex Davies Tel: +44 (0) 207 195
Limited 1458
(Joint Broker)
This announcement includes inside information as defined in
Article 7 of the Market Abuse Regulation No. 596/2014 and is
disclosed in accordance with the Company's obligations under
Article 17 of those Regulations.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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January 23, 2020 06:43 ET (11:43 GMT)
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