TIDMTRI
RNS Number : 7182Q
Trifast PLC
23 June 2020
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE,
DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED
STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR IN OR INTO ANY
OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL . THIS
ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT
CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN ANY JURISDICTION.
PLEASE SEE THE IMPORTANT NOTICES AT THE OF THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED UNDER
THE MARKET ABUSE REGULATION (EU) NO. 596/2014.
23 June 2020
Trifast plc
("Trifast", the "Company")
Results of Broker Option
Trifast is pleased to announce the successful completion of the
broker option announced on 19 June 2020 by the Company (the "Broker
Option").
Peel Hunt LLP ("Peel Hunt") has exercised the Broker Option in
full and placed a total of 830,000 new ordinary shares of five
pence each in the share capital of the Company (the "Broker Option
Shares"), representing approximately 0.7% of the issued share
capital of the Company prior to the Placing and Broker Option at a
price of 120.5 pence per Broker Option Share, raising gross
proceeds of approximately GBP1m.
Applications have been made for admission of the Broker Option
Shares to the premium listing segment of the Official List of the
Financial Conduct Authority (the "FCA") and to trading on the main
market of the London Stock Exchange (together "Admission"). It is
expected that Admission will take place at 8.00 a.m. on 25 June
2020 at which time dealings in the Broker Option Shares will
commence.
The Broker Option Shares, when issued, will be fully paid and
will rank pari passu in all respects with the existing ordinary
shares of five pence each in the share capital of the Company,
including the right to receive all dividends and other
distributions declared, made or paid after the date of issue of the
Broker Option Shares.
Total voting rights
Following Admission becoming effective, the Company's issued
share capital will consist of 135,929,041 ordinary shares with
voting rights. Therefore, the total number of voting rights in the
Company will be 135,929,041. This figure may be used by
shareholders in the Company as the denominator for the calculations
by which they will determine if they are required to notify their
interest in, or a change to their interest in, the Company under
the disclosure guidance issued by the FCA and the transparency
rules made by the FCA under section 89A(1) of the Financial
Services and Markets Act 2000, as amended ("FSMA") (together, the
"Disclosure Guidance and Transparency Rules").
Enquiries please contact:
------------------------------------------
Trifast plc
Jonathan Shearman, Non-Executive Chairman
Mark Belton, Chief Executive Officer
Clare Foster, Chief Financial Officer
Office: 44 (0) 1825 747630
Email: corporate.enquiries@trifast.com
Peel Hunt LLP
Broker & financial adviser
Alastair Rae
Sohail Akbar
Mike Bell
Sam Cann
Tel: 44 (0)20 7418 8900
TooleyStreet Communications
IR & media relations
Fiona Tooley
Tel: 44 (0)7785 703523
Email: fiona@tooleystreet.com
IMPORTANT NOTICES
The distribution of this announcement and the offering, placing
and/or issue of the Broker Option Shares in certain jurisdictions
may be restricted by law. No action has been taken by the Company
or Peel Hunt or any of their respective affiliates, or any of its
or their respective directors, officers, partners, employees,
advisers and/or agents (collectively, " Representatives ") that
would permit an offer of the Broker Option Shares or possession or
distribution of this announcement or any other publicity material
relating to such Broker Option Shares in any jurisdiction where
action for that purpose is required. Persons into whose possession
this Announcement comes are required by the Company and Peel Hunt
to inform themselves about, and to observe, such restrictions.
No prospectus will be made available in connection with the
matters contained in this announcement and no such prospectus is
required (in accordance with the Prospectus Regulation (EU)
2017/1129 as amended from time to time to be published. Persons
needing advice should consult a qualified independent legal
adviser, business adviser, financial adviser, or tax adviser for
legal, financial, business or tax advice.
This Announcement and the information contained herein is
restricted and may not be published, distributed or transmitted by
any means or media, directly or indirectly, in whole or in part, in
or into the United States (including its territories and
possessions, any State of the United States and the District of
Columbia), Australia, Canada, Japan or South Africa or any other
jurisdiction where to do so would constitute a violation of the
relevant laws of such jurisdiction. This Announcement is for
information purposes only and is not an offer a securities in any
jurisdiction. ANY FAILURE TO COMPLY WITH THESE RESTRICTIONS MAY
CONSTITUTE A VIOLATION OF THE SECURITIES LAWS OF SUCH
JURISDICTIONS. THIS ANNOUNCEMENT HAS NOT BEEN APPROVED BY THE
LONDON STOCK EXCHANGE, NOR IS IT INTED THAT IT WILL BE SO
APPROVED.
This announcement or any part of it does not constitute or form
part of any offer to issue or sell, or the solicitation of an offer
to acquire, purchase or subscribe for, any securities in the United
States, Australia, Canada, Japan, South Africa or any other
jurisdiction in which the same would be unlawful.
The Broker Option Shares have not been, and will not be,
registered under the U.S. Securities Act of 1933, as amended (the "
Securities Act ") or with any securities regulatory authority of
any state or jurisdiction of the United States of America
(including its territories and possessions, any state of the United
States and the District of Columbia), and may not be offered, sold
or transferred, directly or indirectly, in the United States except
pursuant to an exemption from, or in a transaction not subject to,
the registration requirements of the Securities Act and in
compliance with any applicable securities laws of any state or
other jurisdiction of the United States. Accordingly, the Broker
Option Shares are being offered and sold only outside of the United
States in offshore transactions in reliance in Regulation S under
the Securities Act and otherwise in accordance with applicable
laws. There will be no public offering of Broker Option Shares in
the United States or elsewhere.
Peel Hunt LLP, which is authorised and regulated in the United
Kingdom by the Financial Conduct Authority (" FCA "), is acting
exclusively for the Company and for no-one else in relation to the
Broker Option, the content of this announcement and other matters
referred to in this announcement. Peel Hunt will not regard any
other person (whether or not a recipient of this announcement) as a
client in relation to the Broker Option, the content of this
announcement or any other matters referred to in this announcement
and will not be responsible to anyone other than the Company for
providing the protections afforded to its clients or for giving
advice to any person in relation to the Broker Option, the content
of this announcement or any other matter referred to in this
announcement.
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 Peel
Hunt nor by any of its Representatives as to, or in relation to,
the contents, 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, or any other
statement made or purported to be made by or on behalf of Peel Hunt
or any of its Representatives, and any liability therefor is
expressly disclaimed.
This announcement does not constitute a recommendation
concerning any investor's options with respect to the Broker
Option. Recipients of this announcement should conduct their own
investigation, evaluation and analysis of the business, data and
other information described in this announcement. This announcement
does not identify or suggest, or purport to identify or suggest,
the risks (direct or indirect) that may be associated with an
investment in the Broker Option Shares. The price and value of
securities can go down as well as up and investors may not get back
the full amount invested upon the disposal of the shares. Past
performance is not a guide to future performance. The contents of
this announcement are not to be construed as legal, business,
financial or tax advice. Each investor or prospective investor
should consult his or her or its own legal adviser, business
adviser, financial adviser, or tax adviser for legal, business,
financial or tax advice.
Any indication in this announcement of the price at which the
Company's shares have been bought or sold in the past cannot be
relied upon as a guide to future performance. Persons needing
advice should consult an independent financial adviser. No
statement in this announcement is intended to be a profit forecast
or profit estimate for any period and no statement in this
announcement should be interpreted to mean that earnings, earnings
per share or income, cash flow from operations or free cash flow
for the Company for the current or future financial periods would
necessarily match or exceed the historical published earnings,
earnings per share or income, cash flow from operations or free
cash flow for the Company.
The Broker Option Shares to be issued pursuant to the Broker
Option will not be admitted to trading on any stock exchange other
than the main market for listed securities of the London Stock
Exchange.
This announcement has been prepared for the purposes of
complying with applicable law and regulation in the United Kingdom
and the information disclosed may not be the same as that which
would have been disclosed if this announcement had been prepared in
accordance with the laws and regulations of any jurisdiction
outside the United Kingdom.
Neither the content of the Company's website (or any other
website) nor the content of any website accessible from hyperlinks
on the Company's website (or any other website) is incorporated
into, or forms part of, this announcement.
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
STREAEKAAFDEEAA
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June 23, 2020 02:00 ET (06:00 GMT)
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