THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR IN OR INTO ANY OTHER JURISDICTION WHERE TO DO SO WOULD BREACH ANY APPLICABLE LAW OR REGULATION.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT ITSELF CONSTITUTE AN OFFER FOR SALE OR SUBSCRIPTION OF ANY SECURITIES IN THE COMPANY OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES OF HARDIDE PLC IN ANY JURISDICTION.
UNLESS OTHERWISE INDICATED, CAPITALISED TERMS USED IN THIS ANNOUNCEMENT HAVE THE MEANINGS GIVEN TO THEM IN THE COMPANY'S ANNOUNCEMENT OF 7:00 AM ON 9 SEPTEMBER 2022.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN ARTICLE 11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS (SI 2019/310).
UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
Hardide plc
("Hardide" or "the Company")
Result of Fundraising
Hardide plc (AIM: HDD), the developer and provider of advanced surface coating technology, is pleased to announce that, further to the announcement made at 7.00 a.m. this morning (the "Fundraising Announcement"), it has successfully completed the Fundraising which is now closed.
The Company has raised total gross proceeds of £0.55 million through the Fundraising which comprises the issue of 1,842,105 Placing Shares and 1,052,630 Subscription Shares, in each case at the Issue Price of 19 pence per new Ordinary Share, being the closing mid-market price of an Ordinary Share on 8 September 2022 (being the last business day prior to the Fundraising Announcement).
finnCap and Allenby acted as Joint Bookrunners in relation to the Placing.
Directors' participation in the Fundraising
A number of the Company's directors have agreed to subscribe for new Ordinary Shares at the Issue Price (the "Participating Directors"). The number of Subscription Shares subscribed for by each of the Participating Directors pursuant to the Fundraising, and their resulting shareholdings on Admission, are set out below:
|
| As at the date of this announcement | Immediately following Admission | |||
|
|
| Percentage of existing Ordinary Share capital | No. of new Ordinary Shares subscribed for | No. of Ordinary Shares held following Admission | Percentage of enlarged Ordinary Share capital |
| Andrew Boyce (NED) | 6,988,231 | 12.51% | 842,105* | 7,830,336* | 13.29% |
| Robert Goddard (Chairman) | 471,532 | 0.84% | 110,526 | 582,058 | 0.99% |
| Philip Kirkham (CEO) | 117,672 | 0.21% | 65,789 | 183,461 | 0.31% |
| Yuri Zhuk (Technical Director) | 166,736 | 0.30% | 23,684 | 190,420 | 0.32% |
| Simon Hallam (FD) | - | - | 10,526 | 10,526 | 0.02% |
* the holding of and subscription by Andrew Boyce includes that of his father and associated entities
The FCA notification in relation to the Participating Director transactions set out above made in accordance with the requirements of MAR is appended below.
Related Party Transactions
The Participating Directors' participations in the Fundraising, as set out above, constitute related party transactions pursuant to Rule 13 of the AIM Rules. Tim Rice, a non-executive director of the Company, is not participating in the Fundraising and therefore, as the independent director in respect of the Fundraising, he considers, having consulted with the Company's nominated adviser, finnCap, that the terms upon which the Participating Directors are subscribing in the Fundraising are fair and reasonable insofar as the Company's shareholders are concerned.
Canaccord Genuity Group Inc ("Canaccord") has agreed to subscribe, in aggregate, for 368,421 Placing Shares. Canaccord is a related party of the Company for the purposes of the AIM Rules by virtue of its status (together with associates) as a substantial shareholder (as defined by the AIM Rules) in the Company. Tim Rice, as the independent director in respect of the Fundraising, considers, having consulted with the Company's nominated adviser, finnCap, that the terms upon which Canaccord has participated in the Placing are fair and reasonable insofar as the Company's shareholders are concerned.
Admission and Total Voting Rights
Application has been made to London Stock Exchange plc for admission ("Admission") of the 3,026,316 new Ordinary Shares to be issued pursuant to the Fundraising (including in respect of the satisfaction of certain associated fees) to trading on AIM. It is expected that these Ordinary Shares will be admitted to trading on AIM at 8.00 a.m. on 15 September 2022 (or such later date as may be agreed between the Company, finnCap and Allenby, but no later than 8.00 a.m. on 10 October 2022).
Following Admission, the total number of Ordinary Shares will be 58,901,959. This figure 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 Guidance and Transparency Rules.
| Enquiries: | |
| Hardide plc Philip Kirkham, CEO Jackie Heddle, Communications Manager |
Tel: +44 (0) 1869 353830 |
|
IFC Advisory Graham Herring / Tim Metcalfe / Florence Chandler |
Tel: +44 (0) 20 3934 6630 |
|
finnCap - Nominated Adviser and Joint Broker Henrik Persson / Abigail Kelly (corporate finance) Richard Chambers (ECM)
Allenby Capital - Joint Broker Tony Quirke (Sales & Corporate Broking) Jeremy Porter / Freddie Wooding (Corporate Finance) |
Tel: +44 (0) 20 7220 0500
Tel: +44 (0) 20 3328 5656 |
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Andrew Boyce (and Peoples Closely Associated) | ||||
| 2. | Reason for the Notification | |||||
| a) | Position/status | Non-Executive Director | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Hardide plc | ||||
| b) | LEI | 213800HLAUIIFKMU5G89 | ||||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| a) | Description of the Financial instrument, type of instrument | Ordinary Shares of 4 pence each | ||||
| Identification code | GB00BJJPX768 | |||||
| b) | Nature of the transaction | Purchase of Ordinary Shares | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information: · Aggregated volume · Price |
See 4c) above | ||||
| e) | Date of the transaction | 09 September 2022 | ||||
| f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Robert Goddard | ||||
| 2. | Reason for the Notification | |||||
| a) | Position/status | Chairman | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Hardide plc | ||||
| b) | LEI | 213800HLAUIIFKMU5G89 | ||||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| a) | Description of the Financial instrument, type of instrument | Ordinary Shares of 4 pence each | ||||
| Identification code | GB00BJJPX768 | |||||
| b) | Nature of the transaction | Purchase of Ordinary Shares | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information: · Aggregated volume · Price |
See 4c) above | ||||
| e) | Date of the transaction | 9 September 2022 | ||||
| f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) | ||||
| | | | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Philip Kirkham | ||||
| 2. | Reason for the Notification | |||||
| a) | Position/status | Chief Executive Officer | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Hardide plc | ||||
| b) | LEI | 213800HLAUIIFKMU5G89 | ||||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| a) | Description of the Financial instrument, type of instrument | Ordinary Shares of 4 pence each | ||||
| Identification code | GB00BJJPX768 | |||||
| b) | Nature of the transaction | Purchase of Ordinary Shares | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information: · Aggregated volume · Price |
See 4c) above | ||||
| e) | Date of the transaction | 9 September 2022 | ||||
| f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Yuri Zhuk | ||||
| 2. | Reason for the Notification | |||||
| a) | Position/status | Technical Director | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Hardide plc | ||||
| b) | LEI | 213800HLAUIIFKMU5G89 | ||||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| a) | Description of the Financial instrument, type of instrument | Ordinary Shares of 4 pence each | ||||
| Identification code | GB00BJJPX768 | |||||
| b) | Nature of the transaction | Purchase of Ordinary Shares | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information: · Aggregated volume · Price |
See 4c) above | ||||
| e) | Date of the transaction | 9 September 2022 | ||||
| f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) | ||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||
| a) | Name | Simon Hallam | ||||
| 2. | Reason for the Notification | |||||
| a) | Position/status | Finance Director | ||||
| b) | Initial notification/Amendment | Initial notification | ||||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||
| a) | Name | Hardide plc | ||||
| b) | LEI | 213800HLAUIIFKMU5G89 | ||||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |||||
| a) | Description of the Financial instrument, type of instrument | Ordinary Shares of 4 pence each | ||||
| Identification code | GB00BJJPX768 | |||||
| b) | Nature of the transaction | Purchase of Ordinary Shares | ||||
| c) | Price(s) and volume(s) |
| ||||
| d) | Aggregated information: · Aggregated volume · Price |
See 4c) above | ||||
| e) | Date of the transaction | 9 September 2020 | ||||
| f) | Place of the transaction | London Stock Exchange, AIM Market (XLON) | ||||
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