4
March 2024
Dukemount Capital
Plc
("Dukemount" or
the "Company")
Capitalisation of Outstanding
Loan, Issue of Equity and Warrants
The board of directors, Dukemount
Capital Plc, is pleased to announce the capitalisation of the
£900,000 ("Outstanding Balance"), due under the Facility Agreement
dated 14 September 2021 (the "Facility Agreement")
by way of an equity subscription at £0.001
per share (the "Subscription") into 900,000,000 new ordinary
shares ("Subscription Shares") by Paul Gazzard, a director of
Dukemount.
Background
The Outstanding Balance has been
transferred and assigned to Paul Gazzard, a director of Dukemount.
In consideration, the lenders of the Facility Agreement (the
"Noteholders") will be paid £150,000 in cash and 225,000,000 new
ordinary shares in Dukemount payable on completion of the
Subscription.
Following admission to trading of
the Subscription Shares, Mr Gazzard has agreed to sell the
Subscription Shares at £0.001 to new investors for £150,000 ("New
Investors"). These New Investors have agreed to transfer
225,000,000 of the total Subscription Shares to the Noteholders.
The balance of 675,000,000 ordinary shares will be issued to the
New Investors.
As the new investors were introduced
by Peterhouse Capital Limited ("Peterhouse") and in light of the
work undertaken by Peterhouse to date, the Company has agreed to
provide Peterhouse with warrants over 3% of the Company's issued
share capital from time to time, exercisable over 3 years at £0.001
(the "Warrants").
Completion of the Subscription is
conditional on, inter alia :- the Subscription Shares being
admitted to listing on the Official List (standard listing segment)
and to trading on the London Stock Exchange's main market for
listed securities on or around 5 March 2024.
Applications have be made to the FCA
and the London Stock Exchange for admission in respect of the
Subscription Shares. It is expected that Admission will become
effective, and that dealings in the Subscription Shares are
expected to commence, at 8.00 a.m. on 5 March 2024.
The rights attaching to the
Subscription Shares will be uniform in all respects and all of the
new Subscription Shares will rank pari passu and form a single
class for all purposes with the existing issued shares of £0.001
par value in the Company.
Total Voting Rights
Following Admission, the Company has
969,316,623 ordinary shares of £0.001 par value in issue, each with
one vote per share (and none of which are held in treasury). The
total number of voting rights in the Company is therefore
969,316,623. This figure of 969,316,623 may be used by shareholders
in the Company as the denominator for calculations to determine if
they have a notifiable interest in the share capital of the Company
under the Disclosure Guidance and Transparency Rules, or if such
interest has changed. For further information, please visit www.dukemountcapitalplc.com or contact:
Dukemount Capital Plc :
Email info@dukemountplc.com
CEO: Paul Gazzard
Non-Executive Director: Geoffery
Dart
Broker
Enquiries:
Peterhouse Capital Limited
Tel: +44 (0) 207 469 0930
Lucy Williams/Duncan
Vasey
Notification
and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with
them.
|
1
|
Details of the
person discharging managerial responsibilities / person closely
associated
|
|
a)
|
Name
|
Paul Gazzard
|
|
2
|
Reason for the
notification
|
|
a)
|
Position/status
|
Director
|
|
b)
|
Initial notification /Amendment
|
Initial notification
|
|
3
|
Details of the
issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
|
|
a)
|
Name
|
Dukemount Capital plc
|
|
b)
|
LEI
|
213800IVPZ932NP24O44
|
|
4
|
Details of the
transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and
(iv) each place where transactions have been
conducted
|
|
a)
|
Description of the financial instrument, type of
instrument
Identification code
|
Ordinary Shares of £0.001 each
ISIN: GB00BMWC6Q55
|
|
b)
|
Nature of the transaction
|
Capitalisation of £900,000 into 900,000,000 new
ordinary shares
|
|
c)
|
Price(s) and volume(s)
|
Price No. of shares
£0.001 900,000,000
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
900,000,000
£0.001
|
|
e)
|
Date of the transaction
|
5 March 2024
|
|
f)
|
Place of the transaction
|
Outside a trading venue
|
Notification
and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with
them.
|
1
|
Details of the
person discharging managerial responsibilities / person closely
associated
|
|
a)
|
Name
|
Paul Gazzard
|
|
2
|
Reason for the
notification
|
|
a)
|
Position/status
|
Director
|
|
b)
|
Initial notification /Amendment
|
Initial notification
|
|
3
|
Details of the
issuer, emission allowance market participant, auction platform,
auctioneer or auction monitor
|
|
a)
|
Name
|
Dukemount Capital plc
|
|
b)
|
LEI
|
213800IVPZ932NP24O44
|
|
4
|
Details of the
transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and
(iv) each place where transactions have been
conducted
|
|
a)
|
Description of the financial instrument, type of
instrument
Identification code
|
Ordinary Shares of £0.001 each
ISIN: GB00BMWC6Q55
|
|
b)
|
Nature of the transaction
|
Disposal of 900,000,000 ordinary
shares
|
|
c)
|
Price(s) and volume(s)
|
Price No. of shares
£0.001 900,000,000
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
900,000,000
£0.001
|
|
e)
|
Date of the transaction
|
5 March 2024
|
|
f)
|
Place of the transaction
|
Outside a trading venue
|