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RNS Number : 2285W Light Science Tech. Holdings PLC 11 March 2026
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN ARE RESTRICTED AND ARE
NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR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.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE AN
OFFER TO SELL OR ISSUE OR A SOLICITATION TO BUY, SUBSCRIBE FOR OR OTHERWISE
ACQUIRE ANY SECURITIES IN ANY JURISDICTION IN WHICH ANY SUCH OFFER OR
SOLICITATION WOULD BE UNLAWFUL, INCLUDING THE UNITED STATES, CANADA,
AUSTRALIA, JAPAN, NEW ZEALAND OR THE REPUBLIC OF SOUTH AFRICA. NEITHER THIS
ANNOUNCEMENT NOR ANYTHING CONTAINED HEREIN SHALL FORM THE BASIS OF, OR BE
RELIED UPON IN CONNECTION WITH, ANY SUCH OFFER, SOLICITATION OR COMMITMENT
WHATSOEVER IN ANY OF THOSE JURISDICTIONS.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE UK
VERSION OF THE MARKET ABUSE REGULATION (EU NO. 596/2014) AS IT FORMS PART OF
UNITED KINGDOM DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT
2018 AS AMENDED BY THE EUROPEAN UNION (WITHDRAWAL) ACT 2020 ("UK MAR"). UPON
THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW
CONSIDERED TO BE IN THE PUBLIC DOMAIN AND SUCH PERSONS SHALL THEREFORE CEASE
TO BE IN POSSESSION OF INSIDE INFORMATION.
Light Science Technologies Holdings plc
("LSTH", "Light Science", the "Company" or the "Group")
Result of Placing
Light Science Technologies Holdings plc (AIM: LST), the innovative technology
and manufacturing business providing real-world solutions targeting issues
including global food security and fire safety, is pleased to announce that,
further to its announcement of a Fundraising at 7am on 11 March 2026, it has
successfully completed and closed the Placing. The Placing raised a gross
total of £6 million through the proposed issue of 600,000,000 new Ordinary
Shares.
The Placing comprises: (i) a Firm Placing; (ii) an EIS/VCT Placing; and (iii)
a General Placing. The 66,601,100 Firm Placing Shares will be allotted and
issued pursuant to the Company's existing share authorities from the
resolutions passed at the Company's previous annual general meeting and
admitted to trading on as part of First Admission which is expected to be
effective on 18 March 2026. The 129,500,000 EIS/VCT Placing Shares, will be
allotted, issued and admitted to trading on AIM as part of Second Admission
conditional on shareholder approval of the Resolutions at the General Meeting.
Second Admission is expected to take place on 13 April 2026. The 403,898,900
General Placing Shares will be allotted, issued and admitted to trading on AIM
as part of Third Admission, conditional on shareholder approval of the
Resolutions at the General Meeting. Third Admission is expected to take place
on 14 April 2026.
The Issue Price of 1 pence per Placing Share is a discount of 65.5 per cent.
to the closing middle market price of 2.9 pence per Existing Ordinary Share on
10 March 2026, being the last Business Day prior to the announcement of the
Proposals.
As part of the Fundraising, the Company announced at 7.10 am on 11 March 2026
the launch of a retail offer via BookBuild to raise up to an additional £0.6m
(before expenses) at the Issue Price (the "Retail Offer"). The result of the
Retail Offer will be announced separately in due course and any Retail Offer
Shares to be issued pursuant to the Retail Offer will be admitted to trading
on AIM as part of Third Admission (subject to the Resolutions being passed at
the General Meeting).
Dowgate Group Limited ("Dowgate") (including persons associated with Dowgate)
has agreed to subscribe for 103,000,000 Placing Shares. As at the date of
this announcement, so far as the Company is aware, Dowgate holds 44,690,000
existing Ordinary Shares representing 13.42 per cent. of the Company's current
issued share capital. As such, Dowgate is a substantial shareholder of the
Company and its participation in the Placing is a related party transaction
pursuant to Rule 13 of the AIM Rules for Companies. The Independent Directors
(being Simon Deacon, James Snooks and Richard Mills, who are not participating
in the Fundraising) consider, having consulted with the Company's nominated
adviser, Shore Capital and Corporate, that the terms of Dowgate's
participation in the Placing are fair and reasonable insofar as the
shareholders are concerned.
Director Participation in the Fundraising*
The Company's Chairman has subscribed for a total of 12,500,000 Fundraising
Shares. The beneficial holdings of the Chairman before and after the
Fundraising are set out below:
Director Existing beneficial shareholding Fundraising Shares Beneficial shareholding following the Fundraising
Graham Cooley 29,000,000 12,500,000 41,500,000
* Andrew Hempsall, the Company's Chief Operating Officer, intends to subscribe
for the Fundraising Shares through the Retail Offer. Further details will be
included in the announcement on the Retail Offer results.
Admission and Total Voting Rights
Application has been made to the London Stock Exchange for admission of the
66,601,100 Firm Placing Shares to trading on AIM (the "Admission"). It is
expected that Admission will become effective and dealings in the Firm Placing
Shares will commence at 8.00 a.m. on 18 March 2026. The Firm Placing Shares
will be issued fully paid and will rank pari passu in all respects with the
Company's Existing Ordinary Shares.
Admission is conditional, inter alia, upon the Placing Agreement not having
been terminated and becoming unconditional in respect of the Firm Placing
Shares. Admission does not require shareholder approval as the Firm Placing
Shares will be issued pursuant to the Company's pre-existing allotment and
dis-application of pre-emption rights authorities granted at its previous
annual general meeting.
Following Admission, the total number of Ordinary Shares in the capital of the
Company in issue will be 399,606,600 Ordinary Shares with voting rights. This
figure 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 to their interest in, the Company's share capital
under the FCA's Disclosure Guidance and Transparency Rules.
Capitalised terms used but not defined in this announcement have the meanings
given to them in the Company's announcement released at 7am on 11 March 2026
in respect of the Fundraising unless the context provides otherwise.
For additional information please contact:
Light Science Technologies Holdings plc www.lightsciencetechnologiesholdings.com
(https://protect.checkpoint.com/v2/r02/___http:/www.lightsciencetechnologiesholdings.com___.YXAxZTpzaG9yZWNhcDpjOm86NjFkNDQ2ZGJkM2Y4MGQxOTJlOTNlMmQ2MDAyNmZiMTE6NzphMjJlOjQyNjVlZTE5YzU5MzIxMDNlNzE1OGUwYWEwZWVhMDg4NTZlNTViMGY3YTM2OGQ4MzMxZjU0ZjNlN2MyZjZmYzA6cDpGOk4)
Simon Deacon, Chief Executive Officer
via Walbrook PR
Jim Snooks, Chief Financial Officer
Andrew Hempsall, Chief Operating Officer
Shore Capital (Nominated Adviser and Broker) +44 (0)20 7408 4050
Stephane Auton / Tom Griffiths / George Payne
Walbrook PR Ltd (Media & Investor Relations) Tel: +44 (0)20 7933 8780 or lst@walbrookpr.com (mailto:lst@walbrookpr.com)
Nick Rome / Marcus Ulker
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 Dr Graham Cooley
2 Reason for the notification
a) Position/status Non-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 Light Science Technology Holdings Plc
b) LEI 213800V9MWRRLVQ6EY56
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 1 penny each
Identification code GB00BNDQJN14
b) Nature of the transaction Purchase of Ordinary Shares
c) Price(s) and volume(s)
Price(s) Volume(s)
1p 12,500,000
d) Aggregated information
- Aggregated volume As above
- Aggregate Value
e) Date of the transaction 11 March 2026
f) Place of the transaction AIM, London Stock Exchange
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