Falanx Group plc (LON:FLX) has announced that the Fundraise, further details of which are contained in the Company’s announcement on 28th September 2020, has now closed. The Company has raised gross proceeds of £1.25 million1 through the successful placing and subscription of 125,000,000 Ordinary Shares1 with certain existing and new institutional and other investors at a price of 1 penny per New Ordinary Share. A significant proportion of this is through long-term EIS & VCT investment.
As announced in the Fundraise Launch Announcement, the Company is currently in a close period under MAR pending announcement of its annual results to 31 March 2020. In consequence of that, whilst certain members of the Board and of senior management are keen to participate in the Fundraise, they are not currently permitted to under the MAR framework. However, the Falanx Group Board recognise the importance of Director participation for Shareholders and, as such, certain members of the Board and of senior management intend to subscribe for the Subscription Shares at the first available opportunity following the publication of the annual results to 31 March 2020. This subscription is expected to total £75,000 in respect of 7,500,000 New Ordinary Shares and will be carried out at the Issue Price on identical terms as those of the Placing.
|Admission of the New Ordinary Shares to trading on AIM||by 8:00 am on 1 October 2020|
Amati AIM VCT hold, as at the date of this announcement, directly or indirectly, 10 per cent. or more of the Existing Ordinary Shares is participating in the Fundraising at the Issue Price as follows:
|Before Admission||After Admission|
|Number of Existing Ordinary Shares||Percentage of existing issued share capital||Number of Ordinary Shares*||Percentage of Enlarged Share Capital*|
* Assuming completion of the director subscription referred to above and that no further shares are issued between this announcement and Admission
The participation by Amati in the Fundraising 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 of the Placing Shares the number of Ordinary Shares in issue and number of voting rights will be 517,901,185. The above figure may be used by shareholders as the denominator for the calculations by which they will determine whether they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority’s Disclosure and Transparency Rules.
Unless otherwise defined, definitions contained in this announcement have the same meaning as set out in the Fundraise Launch Announcement.
1 Assumes the completion of the subscription by the Directors as referred to above