TIDMTEK
RNS Number : 1286R
Tekcapital plc
03 November 2021
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulations (EU) No. 596/2014 as imported into the
laws of England and Wales by virtue of the European Union
(Withdrawal) Act 2018 (as amended) and certain other enacting
measures ("UK MAR"). With the publication of this announcement via
a Regulatory Information Service ("RIS"), this inside information
is now considered to be in the public domain.
03 November 2021
Tekcapital plc
("Tekcapital" or the "Company")
Placing to raise GBP3.0 million (c.US$4.1m)
Tekcapital plc, (AIM: TEK), (OTCQB: TEKCF) the UK intellectual
property investment group focused on creating valuable products
from investing in university technologies that can improve the
quality of life, announces that it has raised a total of GBP 3.0
million (c.US$4.1m) before expenses, in an oversubscribed placing
from existing and new shareholders, by way of the issue of, in
aggregate, 10,714,286 new ordinary shares of 0.4 pence each in the
Company (the "Ordinary Shares"), at 28 pence per share (the
"Placing Shares") (together, the "Placing").
The net proceeds of the Placing will primarily be used to
accelerate the growth of the Company's portfolio companies. The
Placing was undertaken by the Company's broker SP Angel Corporate
Finance LLP.
Key Highlights:
- GBP 3.0m (US$4.1 m ) before expenses was raised by means of a
fundraise through the issue of, in
aggregate 10,714,286 Placing Shares at 28 pence per Placing Share.
Funds raised will be used as follows:
- GBP1.5m will be used to build inventory and progress product
development for Lucyd, GBP0.5m will be used to expand inventory for
Salarius and GBP0.5m will be used to provide CAPEX for Guident's
remote monitoring and control centre.
- The remainder of the funds raised will primarily be for additional working capital.
Admission and Total Voting Rights
Application has been made for the 10,714,286 Placing Shares to
be admitted to trading on AIM ("Admission"). It is expected that
Admission will become effective on or around 08 November 2021 .
Following the issue of the 10,714,286 Placing Shares, which on
Admission will rank pari passu with the existing Ordinary Shares,
the total number of Ordinary Shares in issue with voting rights in
the Company will be 141,542,328 . There are no shares held in
treasury.
The above figure of 141,542,328 Ordinary Shares may therefore be
used by shareholders as the denominator for the calculation by
which they may determine if they are required to notify their
interest in, or change to their interest in, the Company under the
FCA's Disclosure Guidance and Transparency Rules.
Clifford M. Gross Ph.D., Executive Chairman of Tekcapital plc
commented: " We are delighted with the support from existing and
new shareholders in the Placing which will contribute to the
additional near term progress of our portfolio companies."
About Tekcapital plc
Tekcapital creates value from investing in new,
university-developed discoveries that can enhance people's lives
and provides a range of technology transfer services to help
organisations evaluate and commercialise new technologies.
Tekcapital is quoted on the AIM market of the London Stock Exchange
(AIM: symbol TEK) and is headquartered in the UK. For more
information, please visit www.tekcapital.com .
LEI: 213800GOJTOV19FIFZ85
For further information, please contact:
Tekcapital Plc +1 305-200-3450
Clifford M. Gross, Ph.D.
SP Angel Corporate Finance LLP (Nominated
Adviser and Joint Broker) +44 (0) 20 3470 0470
Richard Morrison/Charlie Bouverat (Corporate
Finance)
Rob Rees/Richard Parlons (Corporate Broking)
Flagstaff Strategic and Investor Communications +44 (0) 20 7129 1474
Tim Thompson/Andrea Seymour/Fergus Mellon
IMPORTANT INFORMATION
The information contained in this Announcement does not
constitute an offering of securities for sale in the United States
of America and no securities have been or will be registered under
the United States Securities Act 1933, as amended (the "Securities
Act") or under the securities laws of any state or other
jurisdiction in the United States of America nor will they qualify
for distribution under any of the relevant securities laws of
Australia, Canada, Japan or the Republic of South Africa, nor has
any prospectus in connection with the securities been lodged with
or registered by the Australian Securities and Investments
Commission. The securities may not be offered or sold in the United
States of America. This Announcement is not for distribution
directly or indirectly in or into the United States of America,
Australia, Canada, Japan or the Republic of South Africa or in any
other jurisdiction in which such publication or distribution is
unlawful.
This Announcement, does not constitute a prospectus or
prospectus equivalent document for the purposes of the prospectus
rules and has not been, and will not be, approved by, or filed
with, the Financial Conduct Authority ("FCA"). It does not
constitute or form part of, and should not be construed as, an
offer to sell or issue, or a solicitation of any offer of or
invitation to buy or subscribe for, any securities, nor shall it
(or any part of it), or the fact of its distribution, form the
basis of, or be relied on in connection with, or act as an
inducement to enter into, any contract or commitment whatsoever.
Any failure to comply with these restrictions may constitute a
violation of the applicable securities laws in such jurisdiction.
This Announcement does not constitute a recommendation regarding
any securities.
This Announcement contains (or may contain) certain
forward-looking statements with respect to certain of the Company's
plans and its current goals and expectations relating to its future
financial condition and performance and which involve a number of
risks and uncertainties. The Company cautions readers that no
forward-looking statement is a guarantee of future performance and
that actual results could differ materially from those contained in
the forward-looking statements. These forward-looking statements
can be identified by the fact that they do not relate only to
historical or current facts. Forward-looking statements sometimes
use words such as "aim", "anticipate", "target", "expect",
"estimate", "intend", "plan", "goal", "believe", or other words of
similar meaning. By their nature, forward-looking statements
involve risk and uncertainty because they relate to future events
and circumstances, including, but not limited to, economic and
business conditions, the effects of continued volatility in credit
markets, market-related risks such as changes in the price of
commodities or changes in interest rates and foreign exchange
rates, the policies and actions of governmental and regulatory
authorities, changes in legislation, the further development of
standards and interpretations under International Financial
Reporting Standards (IFRS) applicable to past, current and future
periods, evolving practices with regard to the interpretation and
application of standards under IFRS, the outcome of pending and
future litigation or regulatory investigations, the success of
future explorations, acquisitions and other strategic transactions
and the impact of competition. A number of these factors are beyond
the Company's control. As a result, the Company's actual future
results may differ materially from the plans, goals, and
expectations set forth in the Company's forward-looking statements.
Any forward-looking statements made in this Announcement by or on
behalf of the Company speak only as of the date they are made.
Except as required by the FCA, the London Stock Exchange or
applicable law, the Company expressly disclaims any obligation or
undertaking to release publicly any updates or revisions to any
forward-looking statements contained in this Announcement to
reflect any changes in the Company's expectations with regard
thereto or any changes in events, conditions or circumstances on
which any such statement is based.
This Announcement is for information purposes only and shall not
constitute an offer to buy, sell, issue, or subscribe for, or the
solicitation of an offer to buy, sell, issue, or subscribe for any
securities, nor shall there be any sale of securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification, or exemption,
under the securities laws of any such jurisdiction.
This Announcement has been issued by and is the sole
responsibility of the Company. No representation or warranty,
express or implied, is or will be made as to, or in relation to,
and no responsibility or liability is or will be accepted by SP
Angel or by any of their affiliates or agents as to, or in relation
to, the accuracy or completeness of this Announcement or any other
written or oral information made available to or publicly available
to any interested party or its advisers, and any liability
therefore is expressly disclaimed.
SP Angel is authorised and regulated by the FCA. SP Angel is
acting for the Company and for no-one else in connection with the
Placing, and will not be responsible to anyone other than the
Company for providing the protections afforded to its customers or
for providing advice to any other person in relation to the Placing
or any other matter referred to herein.
The distribution of this Announcement and the offering of the
Placing Shares in certain jurisdictions may be restricted by law.
No action has been taken by the Company or SP Angel that would
permit an offering of such shares or possession or distribution of
this Announcement or any other offering or publicity material
relating to such shares in any jurisdiction where action for that
purpose is required. Persons into whose possession this
Announcement comes are required by the Company and SP Angel to
inform themselves about, and to observe such restrictions.
Persons (including, without limitation, nominees and trustees)
who have a contractual or other legal obligation to forward a copy
of this Announcement should seek appropriate advice before taking
any action.
The Placing Shares to which this Announcement relates may be
illiquid and / or subject to restrictions on their resale.
Prospective purchasers of the Placing Shares should conduct their
own due diligence on the Placing Shares. If you do not understand
the contents of this Announcement you should consult an authorised
financial adviser.
Neither the content of the Company's website nor any website
accessible by hyperlinks on the Company's website is incorporated
in, or forms part of, this Announcement.
All times and dates in this Announcement may be subject to
amendment. SP Angel shall notify the Placees and any person acting
on behalf of the Placees of any changes.
Each distributor is responsible for undertaking its own target
market assessment in respect of the Placing Shares and determining
appropriate distribution channels.
Solely for the purposes of the product governance requirements
contained within the following, each as imported into the laws of
England and Wales by virtue of the European Union (Withdrawal) Act
2018 (as amended) and certain other enacting measures: (a) EU
Directive 2014/65/EU on markets in financial instruments, as
amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated
Directive (EU) 2017/593 supplementing MiFID II; and (c) local
implementing measures (together, the "MiFID II Product Governance
Requirements"), and disclaiming all and any liability, whether
arising in tort, contract or otherwise, which any "manufacturer"
(for the purposes of the Product Governance Requirements) may
otherwise have with respect thereto, the Placing Shares have been
subject to a product approval process, which has determined that
the Placing Shares are: (i) compatible with an end target market of
(a) retail investors, (b) investors who meet the criteria of
professional clients and (c) eligible counterparties, each as
defined in MiFID II; and (ii) eligible for distribution through all
distribution channels as are permitted by MiFID II (the "Target
Market Assessment"). Notwithstanding the Target Market Assessment,
Distributors should note that: the price of the Placing Shares may
decline and investors could lose all or part of their investment;
the Placing Shares offer no guaranteed income and no capital
protection; and an investment in the Placing Shares is compatible
only with investors who do not need a guaranteed income or capital
protection, who (either alone or in conjunction with an appropriate
financial or other adviser) are capable of evaluating the merits
and risks of such an investment and who have sufficient resources
to be able to bear any losses that may result therefrom. The Target
Market Assessment is without prejudice to the requirements of any
contractual, legal or regulatory selling restrictions in relation
to an offer of securities such as the Placing Shares.
For the avoidance of doubt, the Target Market Assessment does
not constitute: (a) an assessment of suitability or appropriateness
for the purposes of MiFID II; or (b) a recommendation to any
investor or group of investors to invest in, or purchase, or take
any other action whatsoever with respect to the Placing Shares.
Each distributor is responsible for undertaking its own target
market assessment in respect of the Placing Shares and determining
appropriate distribution channels.
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END
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November 03, 2021 03:00 ET (07:00 GMT)
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