REG - Bonhill Group PLC - Result of Tender Offer

BonhillAnnouncement

19/07/2023 11:00

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20230719:nRSS5282Ga&default-theme=true

RNS Number : 5282G  Bonhill Group PLC  19 July 2023

19 July 2023

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION.

 

Bonhill Group plc

("Bonhill" or the "Company")

 

Result of Tender Offer,

Total Voting Rights,

Directors' interests

and

Cancellation

 

 

Bonhill (AIM: BONH), announces the result of its Tender Offer, details of
which were set out in the circular published by the Company on 7 June 2023
(the "Circular") with a revised timetable announced on 23 June 2023, further
details of which are set out below.

 

The maximum aggregate number of Ordinary Shares that could be purchased
pursuant to the Tender Offer was 48,013,696 Ordinary Shares at the Tender
Price of 10 pence per Ordinary Share, for an aggregate maximum consideration
of approximately £4.8 million. Each Shareholder was entitled to tender up to
approximately 40.25 per cent. of the Ordinary Shares held by them at the
Record Date.

 

The Tender Offer closed at 1.00 p.m. on 18 July 2023. Valid tenders were
received in respect of 38,834,341 Ordinary Shares, equal to approximately 81
per cent. of the total number of Ordinary Shares subject to the Tender Offer.
All Ordinary Shares validly tendered by any Shareholder up to their
Entitlement have been accepted in full.

 

All of the 38,834,341 Ordinary Shares validly tendered and purchased by the
Company will be cancelled, with effect from on or around 25 July 2023.

 

Total Voting Rights

Following the closing of the Tender Offer and the cancellation of 38,834,341
Ordinary Shares referred to above, the Company will have 80,454,346 Ordinary
Shares in issue with no Ordinary Shares held in treasury. Therefore, the total
number of voting rights in the Company will be 80,454,346 which may be used by
Shareholders as the denominator in the calculations by which they may
determine if they are required to notify their interest, or a change to their
interest, in the Company under the FCA's Disclosure Guidance and Transparency
Rules.

 

Directors' interests

As set out in the Circular, Laurie Benson and Jonathan Glasspool tendered, in
aggregate 257,573 Ordinary Shares, representing their maximum entitlement
under the Tender Offer. Therefore, following cancellation of the Directors'
successfully tendered Ordinary Shares, the interests of each Director (and
their immediate families), all of which are beneficial, in the Company's total
voting rights are follows:

 

                     Number of Ordinary Shares held pre-Tender Offer  Percentage of total voting rights held pre-  Number of Ordinary Shares-held immediately following the Tender Offer  Percentage of total voting rights held immediately following the Tender Offer

                                                                      Tender Offer

 Name
 Jonathan Glasspool  586,142                                          0.49%                                        350,220                                                                0.44%
 Sarah Thompson      -                                                -                                            -                                                                      -
 Laurie Benson       53,792                                           0.05%                                        32,141                                                                 0.04%

Cancellation of admission of the Ordinary Shares to trading on AIM

Following the application by Bonhill to the London Stock Exchange, the
cancellation of admission of the Ordinary Shares to trading on AIM is expected
to become effective at 7.00 a.m. on 31 July 2023, therefore the last day of
dealings in the Ordinary Shares on AIM is 28 July 2023.

 

The full timetable of principal events of the Tender Offer and Cancellation,
as announced on 23 June 2023, is set out below: -

                                                                                 2023
 Unconditional Date for the Tender Offer and completion of purchase of Ordinary  19 July
 Shares under the Tender Offer
 CREST accounts credited with Tender Offer proceeds for uncertificated Ordinary  by 28 July
 Shares
 Despatch of cheques for Tender Offer consideration in respect of certificated   by 28 July
 Ordinary Shares sold under the Tender Offer and any balance certificates in
 respect of any unsold certificated Ordinary Shares
 Last day of dealings in Ordinary Shares on AIM

      28 July

 Cancellation becomes effective

  7.00 a.m. on 31 July

Notes:

All references to times throughout this announcement are to London time. If
any of the above times and/or dates change, the revised times and/or dates
will be notified by the Company by an announcement through a Regulatory
Information Service.

 

Capitalised terms used in this announcement (unless otherwise defined) have
the meanings set out in the Circular.

 

The information communicated in this announcement contains inside information
for the purposes of Article 7 of the UK version of the EU Market Abuse
Regulation (2014/596) which is part of UK law by virtue of the European Union
(Withdrawal) Act 2018, as amended and supplemented from time to time.

 

The person responsible for arranging the release of this announcement on
behalf of the Company is Sarah Thompson, Chief Financial Officer.

 

 

Enquiries:-

 

 Bonhill Group plc
 Jonathan Glasspool, Non-executive Chairman                        +44 (0)20 7250 7963

 Sarah Thompson, Chief Financial Officer

 Shore Capital (Financial Adviser, Nominated Adviser and Broker)
 Tom Griffiths/David Coaten/Tom Knibbs                             +44 (0)20 7408 4050

 

 

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  RTERLMLTMTIBMAJ