Engage XR Holdings PLC Signing of Subscription Agreement and TVR (1920R)
February 27 2023 - 10:45AM
UK Regulatory
TIDMEXR
RNS Number : 1920R
Engage XR Holdings PLC
27 February 2023
27 February 2023
ENGAGE XR Holdings plc
("ENGAGE XR" or the "Company")
Signing of Subscription Agreement and Total Voting Rights
ENGAGE XR Holdings plc (AIM: EXR), a leading metaverse
technology company, is pleased to announce that, further to the
announcement of 6 February 2023, the subscription agreement
pursuant to which HTC will subscribe for 14,495,985 Ordinary Shares
at 4p per share has now been entered into.
The GBP0.58m subscription by HTC, together with the proceeds of
the Placing, will provide the Company with gross proceeds of
GBP9.375 million (EUR10.5 million). The Subscription is conditional
on, inter alia, the Placing proceeding which is subject to the
passing of the Resolutions at the EGM of the Company to be held on
3 March 2023.
HTC is considered to be a related party of the Company for the
purposes of the AIM Rules by virtue of its status as a substantial
shareholder of the Company. The independent directors, being the
full board save for Praveen Gupta by virtue of him being a board
representative of HTC, having consulted with finnCap, the Company's
nominated adviser, consider the terms of the subscription for
Shares by HTC to be fair and reasonable insofar as the shareholders
of the Company are concerned.
Applications will shortly be made to Euronext Dublin and to the
London Stock Exchange for the Shares issued pursuant to the
subscription ("Subscription Shares") to be admitted to trading on
Euronext Growth and AIM respectively ("Admission"). It is expected
that settlement of the Subscription Shares will occur, Admission
will become effective and that dealings will commence in the
Subscription Shares at 8.00 a.m. (London Time) on 6 March 2023. The
Subscription is conditional, among other things, upon Admission
becoming effective and the subscription agreement between the
Company and HTC (the "Subscription Agreement") not being terminated
in accordance with its terms.
Following Admission, and taking into account the Placing Shares,
the Company's issued share capital will consist of 524,826,146
Ordinary Shares with one voting right each. The Company does not
hold any Ordinary Shares in treasury. Therefore, the total number
of Ordinary Shares and voting rights in the Company will be
524,826,146. With effect from Admission, this figure 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 FCA's Disclosure Guidance and Transparency
Rules.
Capitalised terms not otherwise defined in the text of this
announcement have the meanings given to them in the Company's
announcement dated 6 February 2023.
For further information on the Announcement, please contact:
ENGAGE XR Holdings plc: +353 87 665 6708
David Whelan, CEO
S é amus Larrissey, CFO
Sandra Whelan, COO
Davy (Joint Broker & Euronext Growth Listing Sponsor) +353 1 679 6363
Barry Murphy / Lauren O'Sullivan
finnCap Ltd (Joint Broker & Nominated Adviser) +44 (0) 20 7220 0500
Marc Milmo / Seamus Fricker / Sunila de Silva
Shard Capital Partners LLP (Joint Broker) +44 (0) 20 7186 9952
Damon Heath / Erik Woolgar
The person responsible for arranging release of this
Announcement on behalf of ENGAGE XR is S é amus Larrissey.
About ENGAGE XR
ENGAGE XR Holdings plc (AIM: EXR; Euronext Growth: EXR) is
metaverse technology company focused on becoming a leading global
provider of virtual communications solutions through its new fully
featured corporate metaverse, ENGAGE Link.
The Company also has a proprietary software platform, ENGAGE.
ENGAGE provides users with a platform for creating, sharing, and
delivering VR content for education, training, and online events
through its three solutions: Virtual Campus, Virtual Office, and
Virtual Events.
EXR is listed on AIM in London and on the Euronext Growth Market
in Dublin, a market operated by Euronext Dublin.
For further information, please visit: www.engagexrholdings.com
(LinkedIn: @Engage XR Holdings plc Twitter: @engage_xr)
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END
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