Acquisition Update and Issue of Equity
05/12/2023 07:00
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RNS Number : 6086V Equals Group PLC 05 December 2023
For immediate release 5 December 2023
Equals Group plc
('Equals', the 'Group' or the 'Company')
Acquisition Update and Issue of Equity pursuant to Share Plans
Equals Group plc (AIM:EQLS), the fintech payments group focused on the
Enterprise and SME marketplace, is pleased to announce an update further to
the completion of the acquisition of Roqqett Limited ('Roqqett') as announced
on 9 January 2023 (the 'Acquisition') and the allotment of ordinary shares to
its Share Incentive Plan ('SIP') trust for eligible employees as announced on
6 November 2023 and to good leavers under its Discretionary Long-Term
Incentive Plan ('LTIP').
Roqqett deferred consideration
Pursuant to the Acquisition, the initial £1.0 million cash consideration
payment was to be followed by three deferred payments, one of up to £0.25
million (which has already been satisfied in cash) and two of £0.5 million,
one in cash and the other satisfied by the issue of 573,197 ordinary shares in
Equals, struck at the five-day volume-weighted average price of 87.23p as of
Friday, 25 November 2022 ('Consideration Shares'). The conditions for the
third deferred payment have now been met and accordingly the Consideration
Shares have now been allotted and issued conditional on Admission (as defined
below). The second deferred payment remains conditional upon certain
capabilities being added to the platform.
SIP Shares
The Company also announces that further to its announcement on 6 November
2023, it has allotted and issued (conditional on Admission) a total of 303,688
ordinary shares of 1 pence each to its SIP trust to be held on behalf of
eligible employees (the 'SIP Shares'). Once issued the Ordinary Shares will
be held in trust until the end of the holding period on 4 December 2025.
Details of the scheme are available on the Company's website
www.equalsplc.com (http://www.equalsplc.com) .
Leaver Shares
The Company has also allotted and issued (conditional on Admission) a total of
19,424 ordinary shares of 1 pence each to eligible former employees who were
participants in the LTIP and who, having satisfied the 'good leaver'
conditions of the scheme on cessation of employment, are entitled to the same
under the LTIP rules (the 'Leaver Shares').
Admission to AIM
Application has been made for the Consideration Shares, SIP Shares and Leaver
Shares to be admitted to trading on AIM ('Admission'). Admission is expected
to occur at 8:00am on 8 December 2023.
Following Admission, the Company will have 186,627,898 ordinary shares of 1
pence each in issue admitted to trading on AIM. The Company holds no shares
in Treasury. Accordingly, the above figure will be used as the denominator
for the calculations by which shareholders will determine if they are required
to notify their interest in, or change to their interest in, the Company under
the FCA's Disclosure Guidance and Transparency Rules.
Following Admission, the Company will make an updated disclosure in accordance
with Rule 2.9 of the Takeover Code (the 'Code') reflecting the issue of the
Consideration Shares, the SIP Shares and the Leaver Shares as well as relevant
disclosures relating to the SIP Shares in accordance with Article 19 of the EU
Market Abuse Regulations 596/2014.
- Ends -
For more information, please contact:
Equals Group plc
Ian Strafford-Taylor, CEO Tel: +44 (0) 20 7778 9308
Richard Cooper, CFO www.equalsplc.com (http://www.equalsplc.com)
Canaccord Genuity (Nominated Adviser & Sole Broker)
Max Hartley / Harry Rees Tel: +44 (0) 20 7523 8150
Buchanan (Financial Communications)
Henry Harrison-Topham / Stephanie Whitmore / Toto Berger Tel: +44 (0) 20 7466 5000
equals@buchanan.uk.com www.buchanan.uk.com (http://www.buchanan.uk.com)
Notes to Editors:
Equals Group plc is a technology-led international payments group augmented by
highly personalised service for the payment needs of SME's whether these be
FX, card payments or via Faster Payments. Founded in 2007, the Group listed on
AIM in 2014. For more information, please visit www.equalsplc.com
(http://www.equalsplc.com) .
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