Tricor PLC Draw down on facility and issue of fee shares (7362Q)
June 19 2015 - 11:00AM
UK Regulatory
TIDMTRIC
RNS Number : 7362Q
Tricor PLC
19 June 2015
19 June 2015
Tricor plc
("Tricor" or the "Company")
Drawdown on working capital facility, issue of equity,
director shareholding and total voting rights
Drawdown on working capital facility
Tricor announces that the Company has drawn down GBP21,000 under
the working capital facility provided by Ellwood International
Limited ("Ellwood"), further details of which were announced by the
Company on 31 March 2015. As a result, and in accordance with the
agreement with Ellwood, the Company has issued to Ellwood 5,526,316
new ordinary shares (the "Tranche 2 Shares") of 0.001 pence in the
Company ("Ordinary Shares") at 0.38p per Ordinary Share and
22,105,264 warrants to subscribe for new Ordinary Shares,
exercisable at 0.5p per Ordinary Share.
Ellwood has entered into an orderly market agreement whereby
until 31 March 2016, it will only sell Ordinary Shares following
consultation with the Company's broker and always so as to ensure
an orderly market in the Company's shares.
Issue of shares pursuant to consultancy agreement
On 6 May 2015 the Company entered into a consultancy agreement
with Ellwood (the "Consultancy Agreement"), pursuant to which
Ellwood provides Tricor with certain consultancy and accounting
services including provision of a senior accounts manager. Under
the terms of the Consultancy Agreement, Tricor will pay Ellwood a
fee of GBP10,000 per month, such fee to be settled either in cash
or via the issue of new Ordinary Shares to Ellwood at Tricor's
discretion. The Directors of the Company believe that it is
currently in the best interests of Tricor to issue new Ordinary
Shares as consideration for services provided under the Consultancy
Agreement, in order to preserve the Company's cash. The Company
therefore intends to settle the amounts due under the Consultancy
Agreement via the issue of new Ordinary Shares until further
notice. The issue price for each month's fee will be the closing
mid-market price of an Ordinary Share on the last business day of
each calendar month.
Accordingly, the Company has today issued and allotted 3,225,806
new Ordinary Shares to Ellwood (the "Consultancy Shares") in
respect of fees for April and May 2015 at an issue price of 0.62p
per Ordinary Share, being the closing mid market price of an
Ordinary Share on the last business day of April and May 2015.
Holding in Company
Following the issue of the Tranche 2 Shares and the Consultancy
Shares, Ellwood has a total beneficial interest in 25,331,069
Ordinary Shares, equivalent to 16.30% of the Company's total issued
share capital.
Issue of shares in lieu of salary
Further, the Company has issued a total of 1,064,516 new
ordinary shares (the "Fee Shares") of 0.001 pence in the Company
("Ordinary Shares") in lieu of remuneration payable to Michael
Roberts, Chairman of the Company, for the months of April and May
2015, totalling GBP6,600 as per the terms of his service contract.
These new Ordinary Shares have been issued to General and Financial
Management Ltd, a consultancy company wholly owned by Michael
Roberts under which he provides his services to the Company, at a
subscription price of 0.62p each, being the closing mid market
price of an Ordinary Share on the last business day of April and
May.
Director shareholding
Following the issue of the Fee Shares, Michael Roberts has a
total beneficial interest in 1,064,516 Ordinary Shares, equivalent
to 0.69% of the Company's total issued share capital.
Admission to trading and total voting rights
Application has been made for the Tranche 2 Shares, the
Consultancy Shares and the Fee Shares to be admitted to trading on
AIM ("Admission"). It is expected that Admission will occur on or
around 25 June 2015.
Following Admission, the total number of Ordinary Shares in
issue will be 155,365,737, with each share carrying the right to
one vote. Tricor holds no shares in treasury. The total number of
voting rights in the Company is therefore 155,365,737. This figure
may be used by shareholders as the denominator for the calculations
by which they determine if they are required to notify their
interest in or a change to their interest in Tricor under the
Disclosure Rules and Transparency Rules of the UK Financial Conduct
Authority.
Enquiries:
Tricor plc
Michael Roberts +44 (0) 20 7099 7703
Chan Fook Meng, CEO +65 62362985
Allenby Capital Ltd (Nominated Adviser &
Broker)
Jeremy Porter / Nick Naylor / James Reeve +44 (0) 20 3328 5656
This information is provided by RNS
The company news service from the London Stock Exchange
END
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