NetScientific PLC – Result of Placing and Total Voting Rights
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE AN OFFER TO SELL OR ISSUE OR A SOLICITATION TO BUY, SUBSCRIBE FOR OR OTHERWISE ACQUIRE ANY SECURITIES IN ANY JURISDICTION IN WHICH ANY SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL, INCLUDING THE UNITED STATES, CANADA, AUSTRALIA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA. NEITHER THIS ANNOUNCEMENT NOR ANYTHING CONTAINED HEREIN SHALL FORM THE BASIS OF, OR BE RELIED UPON IN CONNECTION WITH, ANY SUCH OFFER, SOLICITATION OR COMMITMENT WHATSOEVER IN ANY OF THOSE JURISDICTIONS.
(“NetScientific” or the “Company”)
Result of Placing and Total Voting Rights
NetScientific, the life sciences and sustainability technology investment and commercialisation group, is pleased to announce that it has raised gross proceeds of approximately £7.7 million in an oversubscribed fundraising as announced earlier today (the “Placing”).
A total of 5,957,623 Placing Shares in the Company have been conditionally placed by WH Ireland Limited (“WH Ireland”) with new and existing institutional investors at a price of 130 pence per share (the “Issue Price”).
Application has been made to the London Stock Exchange for the Placing Shares to be admitted to trading on AIM and it is anticipated that dealings in the Placing Shares will commence on AIM at 8.00 a.m. on 29 June 2021 (“Admission”). The Placing Shares will represent approximately 28.4 per cent. of the Company’s issued share capital following completion of the Placing (“Enlarged Share Capital”). The Issue Price represents a discount of approximately 10.3 per cent. to the closing mid-market price of NetScientific’s existing ordinary shares of 145 pence on 9 June 2021 (being the last business day prior to the announcement of the Placing earlier today).
The Placing is subject to, inter alia, shareholder approval, Admission becoming effective and the Placing Agreement becoming unconditional and not being terminated in accordance with its terms.
The Company expects to publish a circular in connection with the Placing, in due course, which will contain a notice convening the General Meeting in order to approve certain matters necessary to implement the Fundraising.
A copy of the Circular will be made available on the Company’s website https://NetScientific.co.uk/investors
Due to the unpredictability of the UK Government guidance and continuing potential health risks posed by COVID-19, it appears to the Directors that significant restrictions on personal movement may still be in place on the date of the General Meeting. Accordingly, the Company will hold the General Meeting with the minimum attendance required to form a quorum and the Directors strongly encourage all Shareholders to vote on the Resolutions by proxy or online. Any Shareholders seeking to attend the General Meeting in person will be refused entry.
The actions that Shareholders should take to vote on the Resolutions will be set out in the Circular to be posted in due course, along with the recommendations of the Directors.
Following Admission, the Company’s issued and fully paid share capital will consist of 20,974,811 Ordinary Shares, all of which carry one voting right per share. The Company does not hold any Ordinary Shares in treasury. The figure of 20,974,811 Ordinary Shares may be used by shareholders as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority.
Capitalised terms used but not defined in this announcement have the meanings given to them in the Company’s announcement released earlier today in respect of the Placing unless the context provides otherwise.
John Clarkson, Executive Chairman, stated: “After a year of tremendous progress, with the turnaround and transformation of the business, the company is now well set for the future. We are delighted to have the support of existing shareholders and welcome new investors in this successful placing, which reinforces and further enhances the business prospects. The NetScientific board thanks everyone for their contribution to this ongoing success.”
Ilian Iliev , Chief Executive Officer added: “NetScientific is well positioned to drive its growth plans, support a balanced and expanding portfolio, and pursue attractive trans-Atlantic opportunities in the healthcare and sustainability sectors in a post-COVID environment. The strong investor support in this placement provides further impetus behind our model of ‘capital-light’ investment combined with pro-active management and value added support to our portfolio.”
|NetScientific PLC||Dr Ilian Iliev||Via Walbrook PR|
|WH Ireland Limited||Corporate Finance:Chris FieldingDarshan Patel Sales / Corporate Broking:Jasper BerryFraser MarshallHarry Ansell||Tel: +44 (0) 207 220 1666|
|Walbrook PR||Nick Rome / Nicholas Johnson / Paul McManus||Tel: 07748 325 236 / 07884 664 686 / 07980 541 893|
This announcement includes inside information as defined in Article 7 of the UK version of Market Abuse Regulation No. 596/2014 as it forms part of UK law as retained EU law as defined in, and by virtue of, the European Union (Withdrawal) Act 2018, as amended, and is disclosed in accordance with the Company’s obligations under Article 17 of those Regulations.