26 May 2023
Let's Explore Group PLC
(the "Company" or the "Group")
Result of General Meeting and PDMR Dealing
Further to the announcement and the circular dated on 9 May 2023 ("Circular"), the Board of Directors of Let's Explore Group PLC (AIM: LETS) is pleased to announce that at the General Meeting held earlier today, all resolutions were duly passed.
The Notice of General Meeting containing the full text of the resolutions is available on the Company's website at www.LetsExploreGroup.com and the results of the proxy vote on each of the resolutions will also be made available on the Company's website shortly.
Tender Offer
Shareholders are reminded that the last time and date for receipt of Tender Forms or TTE Instructions in respect of the Tender Offer is 1.00 p.m. on 2 June 2023 and that Eligible Shareholders' entitlement to tender their shares will be calculated as 65 per cent. of Shares held as at 6 p.m. on 2 June 2023.
The results of the Tender Offer will be announced on 5 June 2023.
All references to time in this announcement are to UK time. Capitalised terms in this announcement (unless otherwise defined) have the same meanings as set out in the Circular.
Exercise of Options
As a result of this morning's General Meeting, the Company also announces that it has allotted, conditional to admission on AIM, a total of 33,209,582 new ordinary shares of 0.040108663 pence each in the Company ("New Ordinary Shares") at a price of 2.5p pence each pursuant to the exercise of options under the Company's share option scheme, including 30,363,046 Ordinary Shares to Martin Higginson, David Marks and Daniel Wortley (together, the "Executive Directors").
Application has been made for the New Ordinary Shares to be admitted to trading on AIM ("Admission"). Admission is expected to take place on or around 2 June 2023. Upon Admission, the New Ordinary Shares will rank pari passu in all respects with the existing ordinary shares.
Total Voting Rights
Following the Admission, the Company's issued share capital will consist of 427,723,035 Ordinary Shares. This figure of 427,723,035 may be used by shareholders in the Company 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 share capital of the Company under the Disclosure Guidance and Transparency Rules.
Directors' Dealing
Following the Admission, the Executive Directors' interest will be considered for the purposes of disclosure as follows:
| Executive Director | Ordinary Shares held | Percentage of the Company's total enlarged issued share capital (%) |
| Martin Higginson* | 40,157,314 | 9.39 |
| David Marks | 20,729,960 | 4.85 |
| Daniel Wortley | 4,293,975 | 1.00 |
*Includes Shares held in Martin Higginson's pension scheme
Enquiries:
For further information please visit www.letsexploregroup.com/, or contact:
| Let's Explore Group plc
| Martin Higginson David Marks
| |
| Cenkos Securities plc (Nomad and Sole Broker)
| Adrian Hadden Charlie Combe
| Tel + 44 (0) 207 7397 8900 |
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them:
| a) | Name | a) Martin Higginson b) David Marks c) Daniel Wortley | ||
| 2 | Reason for the notification | |||
| a) | Position/status | a) Chief Executive Officer b) Group Development Director c) Group Finance Director | ||
| b) | Is this an initial notification or an amendment to a prior notification? | Initial notification | ||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||
| a) | Name | Let's Explore Group plc | ||
| b) | LEI | 894500TW3TTWSJ7DYP93 | ||
| 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
Identification code | Ordinary Shares of 0.040108663 pence
GB00BD5JRP64 | ||
| b) | Nature of the transaction | Exercise of Options | ||
| c)
| Price(s) and volume(s)
| Price - 2.5p
a) 16,130,369 b) 10,437,297 c) 3,795,380 | ||
| d)
| Aggregated information (if any)
- Aggregated volume
- Price |
See 4c) above | ||
| e) | Date of transaction | 26 May 2023 | ||
| f) | Place of the transaction | London Stock Exchange | ||
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