AIM Schedule One - CML Microsystems PLC (6034H)
05 Agosto 2021 - 2:00AM
UK Regulatory
TIDMCML
RNS Number : 6034H
AIM
05 August 2021
ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION
IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM
RULES")
COMPANY NAME:
CML Microsystems Plc ("CML" or the "Company" or the "Group")
COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY
TRADING ADDRESS (INCLUDING POSTCODES) :
Oval Park, Langford, Maldon, Essex CM9 6WG
COUNTRY OF INCORPORATION:
England and Wales
COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED
BY AIM RULE 26:
http://www.cmlmicroplc.com
COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR,
IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING
POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE
TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:
The Company principally operates in the UK, but has subsidiaries
in the People's Republic of China, the USA and Singapore and
sells its products worldwide.
CML develops mixed-signal, RF and microwave semiconductors
for global communications markets. The Group utilises a combination
of outsourced manufacturing and in-house testing with trading
operations in the UK, Asia and USA. CML targets sub-segments
within Communication markets with strong growth profiles and
high barriers to entry. It has secured a diverse, blue chip
customer base, including some of the world's leading commercial
and industrial product manufacturers.
The spread of its customers and diversity of the product range
largely protects the business from the cyclicality usually
associated with the semiconductor industry. Growth in its end
markets is being driven by factors such as the appetite for
data to be transmitted faster and more securely, the upgrading
of telecoms infrastructure around the world and the growing
prevalence of private commercial wireless networks for voice
and/or data communications linked to the industrial internet
of things (IIoT).
DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS
AS TO TRANSFER OF THE SECURITIES (i.e. where known, number
and type of shares, nominal value and issue price to which
it seeks admission and the number and type to be held as treasury
shares):
16,596,685 ordinary shares of 5 pence each ("Ordinary Shares").
No restrictions on the transferability of the Ordinary Shares.
In addition to these 16,596,685 ordinary shares, the total
number of treasury shares held is 638,467, which do not carry
voting rights.
CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING)
AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:
Capital to be raised on admission: n/a.
Anticipated market capitalisation on admission: c.GBP70 million
based upon the market capitalisation of the Company on the
date of this notification.
PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:
4,624,075 Ordinary Shares or 26.83% of the issued share capital
of the Company
DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH
THE AIM SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE
OR WILL BE ADMITTED OR TRADED:
None
FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS
(underlining the first name by which each is known or including
any other name by which each is known):
Nigel Graham Clark (Executive Chairman)
Chris topher Arthur Joseph Gurry (Group Managing Director)
Geof frey Frederick Barnes (Senior Independent Non-executive
Director)
James ("Jim") Andrew Lindop (Independent Non-executive Director)
FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED
AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER
ADMISSION (underlining the first name by which each is known
or including any other name by which each is known):
Shareholder Anticipated percentage of the
Ordinary Shares before and
after admission*
Premier Miton Investors 11.7%
------------------------------
Otus Capital Management 9.5%
------------------------------
June M Gurry 9.4%
------------------------------
Herald Investment Management 6.5%
------------------------------
Liontrust Asset Management 6.6%
------------------------------
Ruffer 6.0%
------------------------------
Michael I Gurry 5.8%
------------------------------
Chris topher AJ Gurry 5.5%
------------------------------
Tina MR Dean 5.4%
------------------------------
Schroder Investment Management 3.6%
------------------------------
*Excluding the 638,467 shares held in treasury
NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE
2, PARAGRAPH (H) OF THE AIM RULES:
None
(i) ANTICIPATED ACCOUNTING REFERENCE DATE
(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION
DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited
interim financial information)
(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS
PURSUANT TO AIM RULES 18 AND 19:
(i) 31 March
(ii) n/a - existing issuer moving from the Official List
(iii) 31 March 2022 (in respect of the half yearly report to
30 September 2021)
30 September 2022 (in respect of the annual report to 31 March
2022)
31 March 2023 (in respect of the half yearly report to 30 September
2022)
EXPECTED ADMISSION DATE:
3 September 2021
NAME AND ADDRESS OF NOMINATED ADVISER:
Shore Capital and Corporate Limited
Cassini House
57 St James's Street
London
SW1A 1LD
NAME AND ADDRESS OF BROKER:
Shore Capital Stockbrokers Limited
Cassini House
57 St James's Street
London
SW1A 1LD
OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE
(POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE
AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL
DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:
N/A - quoted applicant
THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO
APPLY
The UK Corporate Governance Code
DATE OF NOTIFICATION:
5 August 2021
NEW/ UPDATE:
New
QUOTED APPLICANTS MUST ALSO COMPLETE THE FOLLOWING:
THE NAME OF THE AIM DESIGNATED MARKET UPON WHICH THE APPLICANT'S
SECURITIES HAVE BEEN TRADED:
Standard listing segment of the Official List and the Main
Market
THE DATE FROM WHICH THE APPLICANT'S SECURITIES HAVE BEEN SO
TRADED:
July 1996
CONFIRMATION THAT, FOLLOWING DUE AND CAREFUL ENQUIRY, THE APPLICANT
HAS ADHERED TO ANY LEGAL AND REGULATORY REQUIREMENTS INVOLVED
IN HAVING ITS SECURITIES TRADED UPON SUCH A MARKET OR DETAILS
OF WHERE THERE HAS BEEN ANY BREACH:
The Company has adhered to the legal and regulatory requirements
applicable to companies admitted to the Official List and the
Main Market.
AN ADDRESS OR WEB-SITE ADDRESS WHERE ANY DOCUMENTS OR ANNOUNCEMENTS
WHICH THE APPLICANT HAS MADE PUBLIC OVER THE LAST TWO YEARS
(IN CONSEQUENCE OF HAVING ITS SECURITIES SO TRADED) ARE AVAILABLE:
http://www.cmlmicroplc.com
DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION INCLUDING,
IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING
STRATEGY:
CML believes that in today's world 'connected everything' is
propelling exponential increases in data consumption - driving
growth across wireless communications markets globally.
The Group's strategy is to deliver customer advantage through
the timely development of technologically innovative semiconductor
solutions built upon proprietary intellectual property.
CML seeks to expand its total addressable market by focussing
on applications within the mega trends of Industrial Internet
of Things (IIoT), 5G and Industry 4.0, developing its product
portfolio to support emerging and evolving customer requirements
for size, cost & performance.
CML's vision is to be the first-choice semiconductor partner
to technology innovators, together transforming how the world
communicates.
A DESCRIPTION OF ANY SIGNIFICANT CHANGE IN FINANCIAL OR TRADING
POSITION OF THE APPLICANT, WHICH HAS OCCURRED SINCE THE
OF THE LAST FINANCIAL PERIOD FOR WHICH AUDITED STATEMENTS HAVE
BEEN PUBLISHED:
There has been no significant change in the financial or trading
position of CML since 31 March 2021, being the end of the last
financial period for which audited financial statements have
been published.
A STATEMENT THAT THE DIRECTORS OF THE APPLICANT HAVE NO REASON
TO BELIEVE THAT THE WORKING CAPITAL AVAILABLE TO IT OR ITS
GROUP WILL BE INSUFFICIENT FOR AT LEAST TWELVE MONTHS FROM
THE DATE OF ITS ADMISSION:
The Directors of CML have no reason to believe that the working
capital available to the
Company or its group will be insufficient for at least 12 months
from the date of its
admission.
DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE
AIM RULES:
None
A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE APPLICANT'S
SECURITIES:
Settlement will continue to be through the CREST system for
dealings in ordinary shares held in uncertificated form. Ordinary
Shares can also be dealt in certificated form.
A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT'S
SECURITIES:
http://www.cmlmicroplc.com
INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION DOCUMENT
WHICH IS NOT CURRENTLY PUBLIC:
See the Appendix to this Schedule One announcement, available
at: http://www.cmlmicroplc.com
A WEBSITE ADDRESS OF A PAGE CONTAINING THE APPLICANT'S LATEST
ANNUAL REPORT AND ACCOUNTS WHICH MUST HAVE A FINANCIAL YEAR
END NOT MORE THEN NINE MONTHS PRIOR TO ADMISSION AND INTERIM
RESULTS WHERE APPLICABLE. THE ACCOUNTS MUST BE PREPARED IN
ACCORDANCE WITH ACCOUNTING STANDARDS PERMISSIBLE UNDER AIM
RULE 19:
http://www.cmlmicroplc.com
THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY:
638,467 Ordinary Shares
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END
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August 05, 2021 03:00 ET (07:00 GMT)
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