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REG - Intuitive Invests.Gp - Issue of shares

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RNS Number : 6701E  Intuitive Investments Group plc  28 February 2024

28 February 2024

 

 

 
Intuitive Investments Group plc

("IIG" or the "Company")

 

Issue of shares

 

The Company announces the issue and allotment of four ordinary shares of 1
penny each ("Ordinary Shares"), fully paid. These Ordinary Shares will be
issued for cash at a price of 15.66 pence per share.

 

These Ordinary Shares are being issued in respect of the consolidation of
every 10 existing Ordinary Shares ("Existing Ordinary Shares") into one new
ordinary share of 10 pence per share ("New Ordinary Shares"). There are
currently 2,012,430,046 Existing Ordinary Shares in issue. To ensure the
issued share capital is divisible by ten, four new ordinary shares are being
issued prior to the consolidation record date of 6:00 p.m. on 29 February 2024
("Record Date"). The consolidation will result in the creation of 201,243,005
New Ordinary Shares. Extracts from the Notice of Annual General Meeting
("AGM") dated 6 February 2024 are contained at the end of this announcement.

 

Application has been made for the new Ordinary Shares, which will rank equally
with the Existing Ordinary Shares of the Company, to be admitted to trading
on Specialist Fund Segment of the Main Market, becoming effective in
accordance with the admission and disclosure standards of the London Stock
Exchange. It is expected that admission will become effective and dealings in
new Ordinary Shares will commence at 8:00 a.m. on or around 29 February 2024
("Admission").

 

Following Admission, the Company's issued share capital will consist
of 2,012,430,050 Ordinary Shares. Since the Company currently holds no shares
in treasury, the total number of voting rights in the Company will
be 2,012,430,050. Shareholders may use this figure as the denominator for
the calculations by which they will determine if they are required to notify
their interest in, or a change to their interest in, the Company under the
FCA's Disclosure Guidance and Transparency Rules.

 

 Intuitive Investments Group plc                       www.iigplc.com (http://www.iigplc.com/)
 Sir Nigel Rudd, Non-Executive Chairman                Via FTI Consulting

 Robert Naylor, CEO

 Giles Willits, CIO

 Cavendish Capital Markets Limited                     +44 (0) 20 7397 8900

 James King / William Talkington / Daniel Balabanoff

 SP Angel Corporate Finance LLP - Financial Adviser    +44 (0) 20 3470 0470
 Jeff Keating / David Hignell / Kasia Brzozowska

 FTI Consulting                                        +44 (0) 20 3727 1000
 Jamie Ricketts / Valerija Cymbal / Jemima Gurney      IIG@fticonsulting.com

 

 

Extracts from the Notice of AGM

Resolution 8 (Ordinary Resolution): to approve a consolidation of every 10
existing ordinary shares of 1 penny per share ("Existing Ordinary Shares")
into one new ordinary share of 10 pence per share ("New Ordinary Shares"). The
Existing Ordinary Shares and New Ordinary Shares being the Ordinary Shares as
the context applies.

There are currently 2,012,430,046 Existing Ordinary Shares in issue. To ensure
the issued share capital is divisible by ten, 4 new ordinary shares will be
issued prior to the consolidation record date of 6:00 p.m. on 29 February 2024
("Record Date"). The consolidation will result in the creation of 201,243,005
New Ordinary Shares.

As all the Existing Ordinary Shares are proposed to be consolidated, the
proportion of the issued ordinary shareholdings in the Company held by each
Shareholder immediately before and after the Consolidation will, except for
fractional entitlements, remain unchanged.

Shareholders with a holding of more than 10 Existing Ordinary Shares, but
which is not exactly divisible by 10, will have their holding rounded down to
the nearest whole number of New Ordinary Shares. Any shareholders holding
fewer than 10 Existing Ordinary Shares at the Record Date will cease to be a
shareholder of the Company.

The overall market capitalisation of the Company should not change as a result
of the consolidation, though the market price of each ordinary share is
expected to increase from approximately 10 pence (the price at the close of
business on 5 February 2024) to approximately 100 pence.

Disposal of fractional entitlements

Fractional entitlements to new ordinary shares arising from the consolidation
will be aggregated and will be sold in the market for the best price
reasonably obtainable on behalf of those shareholders entitled to the
fractions. As the net proceeds of sale will amount to less than £5 for any
entitled shareholder, they will (in accordance with usual market practice) be
retained by the Company.

Admission of the New Ordinary Shares

Application will be made for the New Ordinary Shares to be admitted to trading
on Specialist Funds Segment of the London Stock Exchange plc's Main Market in
place of the Existing Ordinary Shares. If approved at the AGM, the Record Date
for the consolidation will be the close of business on 29 February 2024.
Dealings on Specialist Funds Segment in the Existing Ordinary Shares are
expected to cease at the close of business on 29 February 2024. It is expected
that admission will become effective and that dealings in the New Ordinary
Shares will commence on 1 March 2024 ("Admission").

ISIN and SEDOL codes

Following the consolidation, the ISIN code for the New Ordinary Shares will be
GB00BPTH6Y20 and the SEDOL code for the New Ordinary Shares will be BPTH6Y2.

Share certificates

New share certificates in relation to the New Ordinary Shares will be
despatched to shareholders who hold their Ordinary Shares in certificated form
in the week commencing 11 March 2024. The new share certificates will be sent
by first-class post, at the risk of the holders of relevant New Ordinary
Shares, to the registered address of that holder or, in the case of joint
holders, to the one whose name appears first in the register of members.
Following the consolidation, existing ordinary share certificates will cease
to be valid.

Uncertificated shares

Shareholders who hold Existing Ordinary Shares in uncertificated form will
have such shares disabled in their CREST accounts on the Record Date, and
their CREST accounts will be credited with the New Ordinary Shares following
Admission.

Adjustment of warrants

Following the consolidation, the entitlements to Ordinary Shares of holders of
outstanding warrants and options will be adjusted to reflect the
consolidation. With effect from the Record Date, the number of ordinary shares
subject to outstanding warrants or options will be divided by 10, and the
exercise price per share will be multiplied by 10. The aggregate amount to be
subscribed upon an exercise of warrants or options will remain the same, and
all other terms of the warrants and options will remain unchanged.

 

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