REG - Ethernity Networks - Result of Broker Option, Director Dealing and TVR

Ethernity NetworksAnnouncement

19/01/2023 07:00

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RNS Number : 1898N  Ethernity Networks Ltd  19 January 2023

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the UK version of the Market
Abuse Regulations (EU) No. 596/2014 ("MAR"). With the publication of this
announcement via a Regulatory Information Service, this inside information is
now considered to be in the public domain.

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, IN, INTO OR FROM AUSTRALIA, NEW ZEALAND, CANADA, JAPAN OR THE
REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE
UNLAWFUL.

 

THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO BUY, ACQUIRE OR SUBSCRIBE
FOR (OR THE SOLICITATION OF AN OFFER TO BUY, ACQUIRE OR SUBSCRIBE FOR)
ORDINARY SHARES TO ANY PERSON WITH A REGISTERED ADDRESS IN, LOCATED IN, OR
WHO IS A RESIDENT OF, THE UNITED STATES, AUSTRALIA, NEW ZEALAND, CANADA, JAPAN
OR THE REPUBLIC OF SOUTH AFRICA OR IN ANY OTHER JURISDICTION IN WHICH SUCH
OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL OR CONTRAVENE ANY REGISTRATION
OR QUALIFICATION REQUIREMENTS UNDER THE SECURITIES LAWS OF ANY SUCH
JURISDICTION.

 

19 January 2023

 

ETHERNITY NETWORKS LTD

("Ethernity" or the "Company")

 

Result of Broker Option, Director Dealing and Total Voting Rights

 

Further to the Company's announcement at 7.00 a.m. on 17 January 2023 (the
"Fundraise Announcement"), Ethernity announces that the Broker Option has now
closed. The Broker Option has raised £100,000 at the Issue Price of 7p per
share through the issue of 1,428,572 new Ordinary Shares ("Broker Option
Shares"). In addition, conditional on the approval of shareholders to provide
headroom for the issue of new Ordinary Shares at the EGM, recipients of Broker
Option Shares will be granted one warrant for every Broker Option Share
received, exercisable at a price of 15p per warrant (the "Broker Option
Warrants"). The Broker Option Warrants will be on the same terms as the
Warrants issued pursuant to the Placing, as detailed within the Fundraise
Announcement.

 

The total amount raised by the Company under the Placing and the Broker Option
is £1.65 million (before expenses).

 

Director participation

 

As detailed within the Fundraise Announcement, Shavit Baruch, VP R&D, is
participating for 668,771 new Ordinary Shares at the Issue Price via the
Broker Option.

 

Following this purchase, Shavit Baruch's interest in the Company's Ordinary
Shares shall comprise 5,760,438 Ordinary Shares representing approximately
5.54% of the Company's issued share capital as enlarged by the Placing Shares,
the Fee Shares and the Broker Option Shares.

 

Related party transaction

 

As a Director of Ethernity, Shavit Baruch is a related party of the Company
under the AIM Rules for Companies.  The Directors of the Company (excluding
David Levi and Shavit Baruch), having consulted with the Company's Nominated
Adviser, Allenby Capital Limited, consider that the terms of Shavit Baruch's
participation in the Broker Option are fair and reasonable in so far as the
Company's shareholders are concerned.

Peterhouse warrants

 

Pursuant to the Placing and Broker Option, Peterhouse Capital has been granted
warrants to subscribe for 573,429 new Ordinary Shares, at a price of 7p per
Ordinary Share (the "Peterhouse Warrants"). The Peterhouse Warrants are
exercisable for a period of 24 months from the date of Admission. The
Peterhouse Warrants are not conditional on the passing of the resolutions at
the EGM.

 

Admission to trading

 

Application has been made to the London Stock Exchange for the Broker Option
Shares to be admitted to trading on AIM ("Second Admission"). Second Admission
is expected to occur at 8.00 a.m. on or around 25 January 2023. The Broker
Options Shares will rank pari passu with the Company's existing Ordinary
Shares.

 

Total voting rights

 

Following Second Admission, the Company's enlarged issued share capital will
be 104,044,638 Ordinary Shares. The Company holds no Ordinary Shares in
Treasury. This figure of 104,044,638 Ordinary Shares may be used by
shareholders in the Company as the denominator for the calculations by which
they will determine if they are required to notify their interest in, or a
change in their interest in, the share capital of the Company under the FCA's
Disclosure Guidance and Transparency Rules.

 

Defined terms in this announcement shall have the same meaning as set out in
the Fundraise Announcement, unless otherwise specified herein.

 

For further information, please contact:

 

 Ethernity Networks Ltd                                        Tel: +972 8 915 0392
 David Levi, Chief Executive Officer
 Mark Reichenberg, Chief Financial Officer

 Allenby Capital Limited (Nominated Adviser and Joint Broker)  Tel: +44 (0)20 3328 5656
 James Reeve / Piers Shimwell (Corporate Finance)

 Amrit Nahal (Sales and Corporate Broking)

 Peterhouse Capital Limited (Joint Broker)                     Tel: +44 (0)20 7562 0930
 Lucy Williams / Duncan Vasey / Eran Zucker

 Harbor Access Inc (US Investor Relations)                     Tel: +1 (475) 477 9401

 Jonathan Paterson

 

About Ethernity (www.ethernitynet.com (http://www.ethernitynet.com) )

 

Ethernity Networks (AIM: ENET.L OTCQB: ENETF) provides innovative,
comprehensive networking and security solutions on programmable hardware for
accelerating telco/cloud networks. Ethernity's semiconductor logic offers
complete Carrier Ethernet Switch Router data plane processing and control
software with a rich set of networking features, robust security, and a wide
range of virtual function accelerations to optimize telecommunications
networks. Ethernity's complete solutions quickly adapt to customers' changing
needs, improving time-to-market, and facilitating the deployment of 5G, edge
computing, and NFV.

 

Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them.

 

 1    Details of the person discharging managerial responsibilities / person closely
      associated
 a)   Name                                                         Shavit Baruch
 2    Reason for the notification
 a)   Position/status                                              Director
 b)   Initial notification /Amendment                              Initial notification
 3    Details of the issuer, emission allowance market participant, auction
      platform, auctioneer or auction monitor
 a)   Name                                                         Ethernity Networks Ltd.
 b)   LEI                                                          213800LZJO33QBNXU496
 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 NIS 0.001 nominal value each

      Identification code

                                                                   ISIN: IL0011410359
 b)   Nature of the transaction                                    Placing of new Ordinary Shares
 c)   Price(s) and volume(s)

                                                                                     Price(s)          Volume(s)
                                                                                     7p                668,771

 d)   Aggregated information                                       N/A
 e)   Date of the transaction                                      18 January 2023 to be completed on 25 January 2023
 f)   Place of the transaction                                     Outside a trading venue

 

 

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