Confirmation of successful fundraising of c.£18.5 million and director dealing and exercise of share options
Science Group (AIM:SAG) announces that the Placing, further details of which are contained in the Company's announcement on 7 September 2021 (the "Launch Announcement"), has now closed. The Company has raised gross proceeds of c.£18.5 million through the successful placing of 4,123,839 new Ordinary Shares (the "Placing Shares") with certain existing and new institutional investors at a price of 450 pence per Placing Share (the "Placing Price").
Science Group also announces that it has been notified by Martyn Ratcliffe, Executive Chairman of the Company, that, following the announcement earlier today, he successfully sold a total of 2,000,000 Ordinary Shares in the Company ("Sale Shares") at a price of 450 pence per Sale Share (the "Sale"). The Sale Shares in aggregate represented approximately 4.33% of the Enlarged Share Capital.
Following the Sale and the issue of the Placing Shares, Martyn Ratcliffe will have an interest in approximately 20.37% of the Enlarged Share Capital of the Company. Martyn Ratcliffe has undertaken not to dispose of any further Ordinary Shares for a period of 12 months after completion of the Sale (subject to customary exceptions including consent by the the Company’s Nominated Adviser).
The Company was not a party to the Sale and will not receive any proceeds from the Sale.
Exercise of share options
Science Group also announces that on 6 September 2021 it transferred 430,334 Ordinary Shares from treasury to certain employees of the Company following the exercise of share options. 386,334 of these Ordinary Shares were sold alongside the Sale.
Related party transaction
Canaccord Genuity Group Inc ("Canaccord") holds, as at the date of this Announcement, directly or indirectly, 10 per cent. or more of the Existing Ordinary Shares and is participating in the Placing at the Placing Price as follows:
* Assuming that no further shares are issued between this announcement and Admission
The participation by Canaccord in the Placing constitutes a related party transaction for the purposes of the AIM Rules. The Directors, having consulted with the Company's nominated adviser, Stifel, consider that the terms of the related party transaction are fair and reasonable insofar as shareholders are concerned.
Total voting rights
Following Admission, the Company's issued share capital will comprise 46,185,874 Ordinary Shares, each with a nominal value of £0.01. Each share has equal voting rights. The Company holds 391,975 shares in treasury and a further 104,400 shares are held by the Frontier Smart Technologies Employee Benefit Trust. The total number of voting rights in the Company will therefore be 45,689,499. The figure of 45,689,499 may be used by shareholders 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 FCA's Disclosure and Transparency Rules.
Unless otherwise defined, definitions contained in this Announcement have the same meaning as set out in the Launch Announcement.
This Announcement contains inside information. The person responsible for arranging the release of this Announcement on behalf of the Company is Martyn Ratcliffe, Executive Chairman.