TIDMDARK
RNS Number : 5286X
Darktrace PLC
04 May 2021
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM AUSTRALIA, CANADA,
JAPAN OR THE UNITED STATES OR ANY OTHER JURISDICTION WHERE IT IS
UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.
This announcement is an advertisement for the purposes of the
Prospectus Regulation Rules of the Financial Conduct Authority
("FCA") and is not a prospectus and not an offer of shares for sale
in any jurisdiction, including in or into Australia, Canada, Japan
or the United States.
Neither this announcement, nor anything contained herein, shall
form the basis of, or be relied upon in connection with, any offer
or commitment whatsoever in any jurisdiction. Investors should not
subscribe for or purchase any shares referred to in this
announcement except solely on the basis of the information
contained in a prospectus in its final form (together with any
supplementary prospectus, if relevant, the "Prospectus"), including
the risk factors set out therein, that has been published by
Darktrace plc on 30 April 2021 in connection with the offer of
ordinary shares in the capital of the Company (the "Shares") and
the admission of such Shares to the premium listing segment of the
Official List of the FCA and to trading on the main market of
London Stock Exchange plc (the "London Stock Exchange"). A copy of
any Prospectus is available on Darktrace's website at
https://ir.darktrace.com/ subject to certain access
restrictions.
4 May 2021
Darktrace plc
Exercise of Over-allotment Option
The Company announces that, in connection with its initial
public offering (the "Offer"), Jefferies International Limited,
acting as stabilising manager, has exercised in its entirety the
over-allotment option (the "Over-allotment Option") granted by
Darktrace plc in respect of 9,905,535 existing ordinary shares of
0.01p each in the Company (the "Shares") at the offer price of 250
pence each.
Giving effect to the exercise of the Over-allotment Option, the
total size of the Offer is 75,942,439 Shares, representing
approximately 10.89 per cent of the 697,630,127 Shares in
issue.
Enquiries:
Brunswick (Public Relations adviser to the Company)
Charles Pretzlik / Caroline Daniel
+44 (0)20 7404 5959
DARKTRACE@brunswickgroup.com
Important legal information
The information contained in this announcement is for background
purposes only and does not purport to be full or complete. No
reliance may be placed by any person for any purpose on the
information contained in this announcement or its accuracy,
fairness or completeness.
This announcement is not for publication or distribution,
directly or indirectly, in or into Australia, Canada, Japan or the
United States (including its territories and possessions, any State
of the United States and the District of Columbia) or any other
jurisdiction where to do so would constitute a violation of the
relevant laws of such jurisdiction. The distribution of this
announcement may be restricted by law in certain jurisdictions and
persons into whose possession any document or other information
referred to herein comes should inform themselves about and observe
any such restriction. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such
jurisdiction.
This announcement does not constitute or form a part of any
offer or solicitation to purchase or subscribe for, or otherwise
invest in, shares to any person in Australia, Canada, Japan or the
United States (including its territories and possessions, any State
of the United States and the District of Columbia) or in any
jurisdiction to whom or in which such offer or solicitation is
unlawful. Any shares referred to herein may not be offered or sold
in the United States unless registered under the Securities Act
except pursuant to a transaction exempt from, or not subject to,
the registration requirements of the Securities Act. The Offer and
sale of Shares referred to herein has not been and will not be
registered under the Securities Act or under the applicable
securities laws of Australia, Canada or Japan. Subject to certain
exceptions, the Shares referred to herein may not be offered or
sold in Australia, Canada or Japan or to, or for the account or
benefit of, any national, resident or citizen of Australia, Canada
or Japan. There will be no public offer of the Shares in Australia,
Canada, Japan, the United States or elsewhere.
In the United Kingdom, this announcement is being distributed
only to, and is directed only at, persons who: (A) (i) are
"investment professionals" specified in Article 19(5) of the
Financial Services and Markets Act (Financial Promotion) Order 2005
(the "Order") and/or (ii) fall within Article 49(2)(a) to (d) of
the Order (and only where the conditions contained in those
Articles have been, or will at the relevant time be, satisfied);
and (B) are "qualified investors" within the meaning of Article
2(e) of the Prospectus Regulation (Regulation (EU) 2017/1129) as it
forms part of UK law by virtue of the European Union (Withdrawal)
Act 2018 (all such persons together being referred to as "Relevant
Persons"). In the European Economic Area (the "EEA"), this
announcement is addressed only to and directed only at, persons in
member states who are "qualified investors" within the meaning of
Article 2(e) of the Prospectus Regulation (Regulation ((EU)
2017/1129) ("Qualified Investors"). This announcement must not be
acted on or relied on (i) in the United Kingdom, by persons who are
not Relevant Persons, and (ii) in any member state of the EEA, by
persons who are not Qualified Investors. Any investment or
investment activity to which this announcement relates is available
only to: (i) in the United Kingdom, Relevant Persons; and (ii) in
any member state of the EEA, Qualified Investors, and will be
engaged in only with such persons.
For the avoidance of doubt, the contents of the Company's
website are not incorporated by reference into, and does not form
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
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END
MSCBLGDUUBGDGBS
(END) Dow Jones Newswires
May 04, 2021 12:23 ET (16:23 GMT)
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