REG - Itaconix PLC - Share Consolidation

ItaconixAnnouncement

15/08/2023 07:00

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RNS Number : 2908J  Itaconix PLC  15 August 2023

Itaconix plc

("Itaconix" or the "Company")

Share Consolidation

 

Itaconix (AIM: ITX) (OTCQB: ITXXF), a leading innovator in sustainable
plant-based polymers used to decarbonise everyday consumer products, announces
details of its share consolidation ("Share Consolidation"). The Share
Consolidation was approved by shareholders at the Company's Annual General
Meeting on 28 June 2023.

Rationale for the Share Consolidation

The Directors consider that it is in the best interests of the Company's
long-term development as a public quoted company to support share trading
through the Company's US OTC listing, with a more manageable number of issued
ordinary shares and corresponding share price.

Details of the Share Consolidation

Every existing 50 ordinary shares of £0.01 each in the capital of the Company
(each an "Existing Ordinary Share") in issue and shown in the register of
members of the Company at 6.00 p.m. (London time) on the Record Date (as
defined below) will be consolidated into one ordinary share of £0.50 each
(each a "New Ordinary Share").

The Company intends, immediately prior to the Share Consolidation being
effected, to issue 45 additional Existing Ordinary Shares to enable the total
number of Existing Ordinary Shares in issue being exactly divisible by 50.
Since these additional shares will only represent a fraction of a New Ordinary
Share, this fraction will be combined with other fractional entitlements and
sold pursuant to the arrangements for fractional entitlements described below.
As a result of this allotment the number of Existing Ordinary Shares in issue
immediately prior to the Share Consolidation will be 674,306,100 Existing
Ordinary Shares.

In accordance with the Company's articles of association (the "Articles"), no
shareholder will, pursuant to the Share Consolidation, be entitled to receive
a fraction of a New Ordinary Share. The Directors will make arrangements to
aggregate all the fractions of New Ordinary Shares into whole New Ordinary
Shares and to sell the resulting New Ordinary Shares for the best price
reasonably obtainable. Where the proceeds to which a shareholder would be
entitled from the sale of the fractional entitlements would amount to less
than £5.00, in accordance with the Articles, such amounts will not be
distributed to the relevant shareholders and will be aggregated and retained
for the benefit of the Company in accordance with the Articles.

Rights attaching to New Ordinary Shares

The New Ordinary Shares arising upon implementation of the Share Consolidation
will have the same rights as the Existing Ordinary Shares including voting,
dividend, return of capital and other rights.

Effects on options

The entitlements to ordinary shares of holders of securities or instruments
convertible into ordinary shares (such as share options) are expected to be
adjusted to reflect the Share Consolidation.

Admission of the New Ordinary Shares

Application will be made to the London Stock Exchange for the 13,486,122 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. BST on 22 August 2023. Following Admission,
the share capital of the Company will be comprised of 13,486,122 New Ordinary
Shares.

Shareholders who hold Existing Ordinary Shares in uncertificated form will
have such shares disabled in their CREST accounts and their CREST accounts
will be credited with the New Ordinary Shares following Admission to AIM,
which is expected to be on 22 August 2023.

Following the Share Consolidation, existing share certificates will cease to
be valid and new share certificates will be dispatched to those shareholders
who hold their Existing Ordinary Shares in certificated form.

 

Expected Timetable of Principal Events

 

 Record Date and final date for trading in Existing Ordinary Shares            6.00 p.m. (BST) on 21 August 2023
 Expected Admission to trading on AIM of the New Ordinary Shares arising from  8.00 a.m. (BST) on 22 August 2023
 the Share Consolidation
 Despatch of definitive share certificates in respect of the New Ordinary      Within 10 business days of Admission
 Shares to be held in certificated form, if applicable

 

Proposed Share Consolidation

 

 Number of Existing Ordinary Shares in issue at the date of this announcement    674,306,055
 Number of Existing Ordinary Shares expected to be in issue on the Record Date   674,306,100
 Conversion ratio of Existing Ordinary Shares to New Ordinary Shares             50:1
 Total number of New Ordinary Shares in issue following the Share Consolidation  13,486,122
 Nominal value of each Existing Ordinary Share                                   £0.01
 Nominal value of each New Ordinary Share                                        £0.50
 ISIN code for New Ordinary Shares                                               TBC*
 SEDOL code for New Ordinary Shares                                              TBC*

 

* following the Consolidation, the Company will announce its new ISIN Code and
its new SEDOL Codes

 

- Ends -

 

For further information please contact:

 Itaconix plc                                                     +1 603 775 4400
 John R. Shaw / Laura Denner
 Belvedere Communications                                         +44 (0) 20 3008 6864

 John West / Llew Angus
 finnCap                                                          +44 (0) 20 7220 0500
 Nominated Adviser & Joint Broker
 Ed Frisby / Abigail Kelly / Milesh Hindocha (Corporate Finance)

 Andrew Burdis / Sunila de Silva (ECM)

 

About Itaconix

Itaconix uses its proprietary plant-based polymer technology platform to
produce and sell specialty ingredients that improve the safety, performance,
and sustainability of consumer products. The Company's current ingredients are
enabling and leading new generations of products in detergents, hygiene, and
hair care. Itaconix's products contribute to the global low carbon economy.

www.itaconix.com (http://www.itaconix.com/)

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