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RNS Number : 7527X CT Automotive Group PLC 27 April 2023
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS
NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR
INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE
REPUBLIC OF SOUTH AFRICA OR ANY JURISDICTION IN WHICH THE SAME WOULD BE
UNLAWFUL. PERSONS INTO WHOSE POSSESSION THIS ANNOUNCEMENT COMES ARE REQUIRED
BY THE COMPANY TO INFORM THEMSELVES ABOUT AND TO OBSERVE ANY SUCH
RESTRICTIONS.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
THE UK VERSION OF THE EU MARKET ABUSE REGULATION WHICH IS PART OF UK LAW BY
VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED AND
SUPPLEMENTED FROM TIME TO TIME INCLUDING BY THE MARKET ABUSE (AMENDMENT) (EU
EXIT) REGULATIONS 2019 (SI 2019/ 310) ("MAR")).
CT Automotive Group Plc
("CT Automotive", the "Group" or the "Company")
Result of Fundraising
and
Director Dealings
CT Automotive, a UK-headquartered company that designs, develops and supplies
interior components for the global automotive industry, is pleased to announce
that, following the announcement made on 27 April 2023 (the "Launch
Announcement") regarding the launch of the proposed Placing, it has
conditionally placed 15,265,745 Ordinary Shares in the capital of the Company
at the Issue Price of 34 pence per share, raising gross proceeds of
approximately £5.2 million. In addition, Subscribing Shareholders and certain
Directors have subscribed for 7,102,574 Subscription Shares and 295,940
Director Subscription Shares respectively, raising approximately £2.4 million
as part of the Subscription and £0.1 million as part of the Director
Subscription.
Together, the Fundraising will result in the Company raising total gross
proceeds of approximately £7.7 million and issuing 22,664,259 New Ordinary
Shares.
The New Ordinary Shares, represent 45 per cent. of the issued ordinary share
capital of the Company prior to the Fundraising.
Liberum acted as Nominated Adviser, broker and sole bookrunner in connection
with the Placing.
Related Party Transaction
Otus Capital Management 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.
Otus Capital Management have subscribed for 8,286,337 New Ordinary Shares as
part of the Placing.
The Directors, other than Simon Phillips and Scott McKenzie, having consulted
with the Company's Nominated Adviser, Liberum, consider that the terms of the
participation in the Placing by Otus Capital Management are fair and
reasonable insofar as the shareholders of the Company are concerned.
Director Participation
Certain Directors have subscribed, in aggregate, for 295,940 Director
Subscription Shares at the Issue Price, with each individual's participation
set out below:
Name Number of Ordinary Shares currently held Number of Placing Shares subscribed for Number of Ordinary Shares held following Admission % of issued share capital held after Admission
Simon Phillips 19,483,702 236,752 19,702,454 26.8
Scott McKenzie 2,185,038 59,188 2,244,758 3.1
Notice of General Meeting
The Circular containing further details of the Fundraising and convening the
General Meeting on 11.30 a.m. on 15 May 2023 and containing Form of Proxy for
the General Meeting is expected to be despatched to Shareholders on or around
28 April 2023 and will thereafter be available on the Company's website
at https://CT-Automotive.net/ (https://CT-Automotive.net/) .
Admission
Application will be made to London Stock Exchange plc for the New Ordinary
Shares to be admitted to trading on AIM ("Admission"). It is expected that
Admission will become effective and that dealings in the New Ordinary Shares
will commence at 8.00 a.m. on 16 May 2023 (being the business day following
the General Meeting), subject to the Resolutions being passed at the General
Meeting.
The New Ordinary Shares will, when issued, be credited as fully paid and will
be issued subject to the Company's articles of association and will rank pari
passu in all respects with the existing issued ordinary shares in the capital
of the Company.
Capitalised terms used but not defined in this announcement shall have the
meaning given to them in the Launch Announcement.
Enquiries:
CT Automotive Group plc via MHP
Simon Phillips (Executive Chairman)
Scott McKenzie (Chief Executive Officer)
Anna Brown (Chief Financial Officer Designate)
Liberum Capital Limited - Nominated Adviser and bookrunner +44 (0) 20 3100 2000
Richard Lindley / Benjamin Cryer / Lucas Bamber
Blackdown Partners - Joint Financial Adviser +44 (0) 20 3807 8484
Julian Collett / Tom Fyson
MHP Group - public relations adviser +44 (0) 20 3128 8540
Tim Rowntree / Charlie Baker
CTAutomotive@mhpgroup.com (mailto:CTAutomotive@mhpgroup.com)
The information below set out in accordance with the requirement of the EU
Market Abuse Regulation provides further detail.
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No.
596/2014
1 Details of the person discharging managerial responsibilities/person closely
associated
a. Name Simon Phillips
2 Reason for notification
a. Position/Status Executive Chairman
b. Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a. Name CT Automotive plc
b. LEI 213800RP7B4UJ1DDKY67
4 Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
a. Description of the financial instrument, type of instrument Ordinary Shares of 5p each
Identification Code
ISIN: GB00BMHYGR77
b. Nature of the transaction Purchase of shares
c. Price(s) and volume(s)
Price(s) Volume(s)
34p 236,752
d. Aggregated information n/a (single transaction)
- Aggregated Volume
- Price
e. Date of the transaction 27 April 2023
f. Place of the transaction Off market transaction
Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No.
596/2014
1 Details of the person discharging managerial responsibilities/person closely
associated
a. Name Scott McKenzie
2 Reason for notification
a. Position/Status Chief Executive Officer
b. Initial notification/ Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a. Name CT Automotive plc
b. LEI 213800RP7B4UJ1DDKY67
4 Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
a. Description of the financial instrument, type of instrument Ordinary Shares of 10p each
Identification Code
ISIN: GB00BMHYGR77
b. Nature of the transaction Purchase of shares
c. Price(s) and volume(s)
Price(s) Volume(s)
34p 59,188
d. Aggregated information n/a (single transaction)
- Aggregated Volume
- Price
e. Date of the transaction 27 April 2023
f. Place of the transaction Off market transaction
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