REG - Crossword Cybersec - Shareholder Circular and Notice of General Meeting

Crossword CybersecurityAnnouncement

21/02/2022 16:00

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20220221:nRSU3250Ca&default-theme=true

RNS Number : 3250C  Crossword Cybersecurity PLC  21 February 2022

Crossword Cybersecurity Plc

 

Shareholder Circular and Notice of GM

 

 

21 February 2022 - London, UK - Crossword Cybersecurity Plc
(http://www.crosswordcybersecurity.com/) (AIM:CCS, "Crossword", the "Company"
or the "Group"), the technology commercialisation company focused on cyber
security and risk, announces that it has today published a circular convening
a general meeting to take place on 11 March 2022 (the "Circular").

On 21 December 2021, the Company announced the proposed acquisition of a cyber
threat company, which would, when completed bring its portfolio to five cyber
security offerings alongside its cyber security consulting business.

The Company is pleased to note that good progress is being made on completing
the Acquisition, and the Company hopes to be in a position to announce the
signing of a binding acquisition agreement in the coming weeks.  The
consideration includes both cash upfront and a deferred element which includes
the issue of Ordinary Shares. However, at this time, the Company does not have
sufficient authorities to issue the share element of the consideration

At the general meeting, a resolution will be proposed in connection with
giving the Company the required authority to allot shares with a nominal value
of £10,000 in order to enable the Company to issue the consideration shares
and make possible the proposed acquisition.

Unless previously renewed, revoked, varied or extended this authority, were it
to be approved by shareholders, will expire at the earlier of the date which
is 12 months from the date of the passing of this resolution and the
conclusion of the next annual general meeting of the Company save that the
Company may, before such expiry, make an offer or agreement which would or
might require shares to be allotted and the Directors may allot shares in
pursuance of such offer or agreement notwithstanding that the authority
conferred by this resolution has expired. Full details of the resolution are
set out in the circular.

The Directors unanimously consider that the acquisition of the cyber threat
company and the allotment and issue of these shares is in the best interests
of the Company and its Shareholders as a whole. Accordingly, the Directors
unanimously recommend that Shareholders vote in favour of the Resolutions as
they intend to do in respect of their own shareholdings which represent 20 per
cent. of the Company's voting rights.

The general meeting will be held at the offices of Shakespeare Martineau LLP
at 60 Gracechurch Street, London EC3V, United Kingdom at 3:00 p.m. on 11
March 2022.  A copy of the Circular will be available on the Company's
website, https://www.crosswordcybersecurity.com/
(https://www.crosswordcybersecurity.com/) .

 

- Ends -

 

The information contained within this announcement is deemed to constitute
inside information as stipulated under the retained EU law version of the
Market Abuse Regulation (EU) No. 596/2014 (the "UK MAR") which is part of UK
law by virtue of the European Union (Withdrawal) Act 2018. The information is
disclosed in accordance with the Company's obligations under Article 17 of the
UK MAR. Upon the publication of this announcement, this inside information is
now considered to be in the public domain

 

 

Contacts

Crossword Cybersecurity plc - Tel: +44 (0) 333 090 2587

Email: info@crosswordcybersecurity.com

Tom Ilube, Chief Executive Officer

Mary Dowd, Chief Financial Officer

 

Grant Thornton (Nominated Adviser) - Tel: +44 (0) 20 7383 5100

Colin Aaronson / Daphne Zhang / Ciara Donnelly

 

Hybridan LLP (Broker) - Tel: +44 (0)203 764 2341

Claire Louise Noyce

 

For media enquiries contact:

Duncan Gurney, GingerPR

duncan@gingerpr.co.uk (mailto:duncan@gingerpr.co.uk) - Tel: +44 (0)1932 485
300

 

About Crossword Cybersecurity plc

Crossword Cybersecurity plc focuses on the development and commercialisation
of university research-based cyber security and risk management related
software and cyber security consulting. The Group's specialist cyber security
product development and software engineering teams work with its university
partners to develop the research concept into a fully-fledged commercial
product that it will then take to market. The Group's aim is to build up a
portfolio of revenue generating, intellectual property based, cyber security
products. Rizikon Assurance, Crossword's leading product, is a SaaS platform
that enables medium to large companies to assess and manage all risks from
their suppliers. Nixer CyberML, another Crossword product, is a new tool for
businesses that want to solve advanced security and cybercrime problems, such
as detecting and dealing with compromised accounts, fraud, and in-application
denial of service attacks. Identiproof, Crossword's most recent product, is
the World Wide Web Consortium (W3C) verifiable credentials compatible
middleware and wallet technology. Crossword's team of expert cyber security
consultants leverages years of experience in national security, defence and
commercial cyber intelligence and operations to provide bespoke advice
tailored to its clients' business needs, including threat monitoring.

 

 

 

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  NOGEALAFALNAEFA