REG - AIM Sondrel (Holdings) - Schedule One - Sondrel (Holdings) Plc

AlphabetAnnouncement

07/10/2022 09:15

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20221007:nRSG1499Ca&default-theme=true

RNS Number : 1499C  AIM  07 October 2022

 ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE
 WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

 COMPANY NAME:
 Sondrel (Holdings) plc (the "Company" and together with its subsidiaries
 "Sondrel")

 COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS
 (INCLUDING POSTCODES) :
 Sondrel House Theale Lakes Business Park, Moulden Way, Sulhamstead, Reading,
 RG7 4GB

 COUNTRY OF INCORPORATION:
 England and Wales

 COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:
 https://www.sondrel.com/ (https://www.sondrel.com/)

 COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN
 INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY).  IF THE ADMISSION IS
 SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE
 STATED:
 Sondrel is a UK founded and headquartered fabless semiconductor business
 providing turnkey services in the design and delivery of complex, high end
 'application specific integrated circuits' ("ASICs") and 'system on chips'
 ("SoCs") for leading global technology brands. Sondrel's capabilities are
 provided to customers seeking competitive advantage by including customised
 ASIC/SoC devices enabling differentiation of their end products when
 addressing fast growth technology megatrends.

 Sondrel has grown over a period of more than 20 years and delivers complex
 ASIC/SoC designs on a consultancy and/or project basis for a wide range of
 leading multi-national corporate customers. The high-end complex ASICs/SoCs
 designed and supplied by Sondrel to its customers and Sondrel's previous
 designs have been included in well-known products such as Apple iPhone, Sony
 PlayStation, Meta's Oculus Quest virtual reality headset, Samsung, Google and
 Sony smartphones, JVC prosumer camcorders and Tesla and Mercedes-Benz cars.

 Originally, Sondrel provided customers with both its market leading ASIC/SoC
 designs, and also an engineering consulting service during the 'new product
 introduction' ("NPI") prototyping, testing and production phases. However, in
 recent years Sondrel has successfully transitioned its business model such
 that customers also now contract directly with Sondrel to purchase production
 ASIC/SoC devices directly from Sondrel as a 'one stop shop', something which
 customers have previously been required to source themselves from a third
 party.

 With OEMs and OEM suppliers increasingly focused on semiconductor supply chain
 resilience and efficiency, customers are able to contract Sondrel as a single
 counterparty in the design, supply chain management and production of ASIC/SoC
 devices. Sondrel's customers are therefore able to differentiate their end
 products with Sondrel's market leading design capabilities at the forefront of
 technology whilst also leveraging Sondrel's expertise and relationships
 throughout the semiconductor industry. In doing so, Sondrel's customers are
 able to remove the requirements for multiple counterparties in the ASIC/SoC
 supply chain and for supply chain management.

 DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER
 OF THE SECURITIES (i.e. where known, number and type of shares, nominal value
 and issue price to which it seeks admission and the number and type to be held
 as treasury shares):
 87,461,772 ordinary shares of £0.001 each in the capital of the Company
 ("Ordinary Shares").

 No Ordinary Shares are or will be held in treasury.

 The Ordinary Shares will be freely transferable and have no restrictions as to
 transfer placed on them.

 CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) AND ANTICIPATED
 MARKET CAPITALISATION ON ADMISSION:
 £20.0 million to be raised for the Company through the placing of new
 Ordinary Shares.

 Anticipated market capitalisation on admission at the placing price: £48.1
 million.

 PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:
 58.9 per cent.

 DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM SECURITIES
 (OR OTHER SECURITIES OF THE COMPANY) ARE OR WILL BE ADMITTED OR TRADED:
 N/A

 FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the
 first name by which each is known or including any other name by which each is
 known):
 Graham Stephen Curren - Chief Executive Officer

 Jose "Joe" Robert Lopez - Chief Financial Officer

 Nigel Leslie Richard Vaughan - Non-Executive Chairman

 Adrian Courtney Carey - Proposed Non-Executive Director

 Sherry Anne Madera - Proposed Non-Executive Director

 Gordon Robert Halyburton Orr - Proposed Non-Executive Director

 FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE
 OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first
 name by which each is known or including any other name by which each is
 known):
 Shareholder                        % of issued share capital immediately prior to Admission  % of issued share capital on Admission
 Graham Curren                      53.79%                                                    30.79%
 Claire Patricia Curren             13.45%                                                    7.70%
 The Curren 2022 Family Settlement  11.16%                                                    6.39%
 Siemens Industry Software Limited  19.60%                                                    11.22%
 Otus Capital Management            -                                                         7.28%
 Joh. Berenberg, Gossler & Co.      -                                                         5.92%
 Crux Asset Management              -                                                         5.40%
 Sarasin & Partners                 -                                                         4.16%
 Herald Investment Management       -                                                         4.16%

 

 NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH
 (H) OF THE AIM RULES:
 N/A

 (i)         ANTICIPATED ACCOUNTING REFERENCE DATE

 (ii)        DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE
 ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited
 interim financial information)

 (iii)       DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS
 PURSUANT TO AIM RULES 18 AND 19:
 (i)         31 December

 (ii)        30 June 2022

 (iii)       30 June 2023 (annual accounts for the year ending 31
 December 2022),

 30 September 2023 (half year report for the six months ending 30 June 2023)
 and

 30 June 2024 (annual accounts for the year ending 31 December 2023)

 EXPECTED ADMISSION DATE:
 21 October 2022

 NAME AND ADDRESS OF NOMINATED ADVISER:
 Cenkos Securities plc

 6.7.8. Tokenhouse Yard

 EC2R 7AS

 NAME AND ADDRESS OF BROKER:
 Cenkos Securities plc

 6.7.8. Tokenhouse Yard

 EC2R 7AS

 OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR
 INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A
 STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE
 ADMISSION OF ITS SECURITIES:
 https://www.sondrel.com/ (https://www.sondrel.com/)

 The Company's admission document will contain full details about the applicant
 and the admission of its securities.

 THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY
 QCA Corporate Governance Code

 DATE OF NOTIFICATION:
 7 October 2022

 NEW/ UPDATE:
 New

 

 

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH
(H) OF THE AIM RULES:

N/A

 

(i)         ANTICIPATED ACCOUNTING REFERENCE DATE

(ii)        DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE
ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited
interim financial information)

(iii)       DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS
PURSUANT TO AIM RULES 18 AND 19:

(i)         31 December

 

(ii)        30 June 2022

 

(iii)       30 June 2023 (annual accounts for the year ending 31
December 2022),

30 September 2023 (half year report for the six months ending 30 June 2023)
and

30 June 2024 (annual accounts for the year ending 31 December 2023)

 

EXPECTED ADMISSION DATE:

21 October 2022

 

NAME AND ADDRESS OF NOMINATED ADVISER:

Cenkos Securities plc

6.7.8. Tokenhouse Yard

EC2R 7AS

 

 

NAME AND ADDRESS OF BROKER:

Cenkos Securities plc

6.7.8. Tokenhouse Yard

EC2R 7AS

 

 

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR
INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A
STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE
ADMISSION OF ITS SECURITIES:

https://www.sondrel.com/ (https://www.sondrel.com/)

 

The Company's admission document will contain full details about the applicant
and the admission of its securities.

 

 

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

QCA Corporate Governance Code

 

DATE OF NOTIFICATION:

7 October 2022

 

NEW/ UPDATE:

New

 

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  PAAMRBFTMTIMMFT