REG - Mercantile Ports&Log - Result of AGM & Issue of Equity

Mercantile Ports & LogisticsAnnouncement

28/07/2023 14:15

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RNS Number : 6098H  Mercantile Ports & Logistics Ltd  28 July 2023

THIS ANNOUNCEMENT (THE "ANNOUNCEMENT") AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA, ITS
STATES, TERRITORIES AND POSSESSIONS ("UNITED STATES"), AUSTRALIA, CANADA,
JAPAN, SINGAPORE, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN
WHICH SUCH PUBLICATION, RELEASE OR DISTRIBUTION WOULD BE PROHIBITED BY ANY
APPLICABLE LAW.

THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR ISSUE OR THE
SOLICITATION TO BUY, SUBSCRIBE FOR OR OTHERWISE ACQUIRE ANY SECURITIES.

THIS ANNOUNCEMENT WAS DEEMED BY THE COMPANY (DEFINED BELOW) TO CONTAIN INSIDE
INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION 2014/596/EU WHICH IS
PART OF DOMESTIC UK LAW PURSUANT TO THE MARKET ABUSE (AMENDMENT) (EU EXIT)
REGULATIONS (SI 2019/310) ("UK MAR").

 

28 July 2023

 

Mercantile Ports & Logistics Limited

("MPL" or the "Company" and, together with its subsidiaries, the "Group")

 

Result of Annual General Meeting

Issue of equity and total voting rights

Further to the announcements by the Company on 27 June 2023 and 7 July 2023 in
respect of the Subscription and the Annual General Meeting (the "Previous
Announcements"), Mercantile Ports & Logistics Limited (AIM: MPL) is
pleased to announce that all resolutions put to Shareholders at today's Annual
General Meeting, which concerned ordinary and special business which public
companies regularly bring to Shareholders and special business in respect of
the Subscription, were duly passed.

Accordingly, the Company will raise total gross proceeds of £399,999.99 via
the Subscription through the issue of 13,333,333 Subscription Shares. An
application has been made for the 13,333,333 Subscription Shares to be
admitted to trading on AIM, which is expected to take place at 8.00 a.m. on 31
July 2023 ("Admission").

Immediately following Admission on 31 July 2023, the Company's enlarged issued
share capital will comprise 356,312,692 Ordinary Shares, of which none are
held in treasury. Therefore, the total number of voting rights in the Company
is 356,312,692 and this figure may be used by Shareholders as the denominator
for the calculations by which they will determine if they are required to
notify their interest in the Company, or there is a change to their interest
in the Company.

Other than where defined, capitalised terms used in this Announcement have the
meanings given to them in the Previous Announcements.

For the purposes of UK MAR, the person responsible for arranging release of
this Announcement on behalf of the Company is Jay Mehta, Managing Director.

For further information, please visit www.mercpl.com or contact:

 

 MPL                    C/O SEC Newgate

                        +44 (0) 20 3757 6880
 Cenkos Securities plc  Stephen Keys

 (Nomad and Broker)     +44 (0) 20 7397 8900

IMPORTANT NOTICE

The content of this Announcement has been prepared by, and is the sole
responsibility of, the Company.

This Announcement, and the information contained herein is not for release,
publication or distribution, directly or indirectly, in whole or in part, in
or into or from the United States, Canada, Australia, Singapore, Japan or the
Republic of South Africa, or any other jurisdiction where to do so might
constitute a violation of the relevant laws or regulations of such
jurisdiction (the "Restricted Jurisdictions").

This Announcement is not for publication or distribution, directly or
indirectly, in or into the United States of America. This Announcement is not
an offer of securities for sale into the United States. The Subscription
Shares referred to herein have not been and will not be registered under the
Securities Act and may not be offered or sold in the United States, expect
pursuant to an applicable exemption from registration. No public offering of
Subscription Shares is being made in the United States.

This Announcement does not constitute or form part of an offer to sell or
issue or a solicitation of an offer to buy, subscribe for or otherwise acquire
any securities in any jurisdiction including, without limitation, the
Restricted Jurisdictions or any other jurisdiction in which such offer or
solicitation would be unlawful. This Announcement and the information
contained in it is not for publication or distribution, directly or
indirectly, to persons in a Restricted Jurisdiction, unless permitted pursuant
to an exemption under the relevant local law or regulation in any such
jurisdiction.

The distribution of this Announcement may be restricted by law in certain
jurisdictions and persons into whose possession any document or other
information referred to herein comes should inform themselves about and
observe any such restriction. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such jurisdiction.

This Announcement has not been approved by the London Stock Exchange or any
other securities exchange.

No prospectus or offering document will be made available in connection with
the matters contained in this Announcement and no such prospectus is required
(in accordance with the EU Prospectus Regulation or the UK Prospectus
Regulation) to be published.

Certain statements in this Announcement are forward-looking statements which
are based on the Company's expectations, intentions and projections regarding
its future performance, anticipated events or trends and other matters that
are not historical facts. These forward-looking statements, which may use
words such as "aim", "anticipate", "believe", "could", "intend", "estimate",
"expect" and words of similar meaning, include all matters that are not
historical facts. These forward-looking statements involve risks, assumptions
and uncertainties that could cause the actual results of operations, financial
condition, liquidity and dividend policy and the development of the industries
in which the Group's businesses operate to differ materially from the
impression created by the forward-looking statements. These statements are not
guarantees of future performance and are subject to known and unknown risks,
uncertainties and other factors that could cause actual results to differ
materially from those expressed or implied by such forward-looking statements.
Given those risks and uncertainties, prospective investors are cautioned not
to place undue reliance on forward-looking statements. Forward-looking
statements speak only as of the date of such statements and, except as
required by the FCA, the London Stock Exchange or applicable law, the Company
undertakes no obligation to update or revise publicly any forward-looking
statements, whether as a result of new information, future events or
otherwise.

Any indication in this Announcement of the price at which the Ordinary Shares
have been bought or sold in the past cannot be relied upon as a guide to
future performance. Persons needing advice should consult an independent
financial adviser. No statement in this Announcement is intended to be a
profit forecast and no statement in this Announcement should be interpreted to
mean that earnings per share of the Company for the current or future
financial years would necessarily match or exceed the historical published
earnings per share of the Group.

Cenkos Securities, which is authorised and regulated in the United Kingdom by
the FCA, is acting for the Company and for no one else in connection with the
transaction or arrangements described in this Announcement and will not be
responsible to anyone other than the Company for providing the protections
afforded to clients of Cenkos Securities or for providing advice in relation
to the transaction or arrangements described in this Announcement, or any
other matters referred to in this Announcement.

No representation or warranty, express or implied, is or will be made as to,
or in relation to, and no responsibility or liability is or will be accepted
by or on behalf of the Company, Cenkos Securities, or by their affiliates or
their respective agents, directors, officers and employees as to, or in
relation to, the accuracy or completeness of this Announcement or any other
written or oral information made available to or publicly available to any
interested party or its advisers, and any liability therefore is expressly
disclaimed.

The Subscription Shares to be issued pursuant to the Equity Fundraising will
not be admitted to trading on any stock exchange other than to trading on AIM,
being the market of that name operated by the London Stock Exchange.

Neither the content of the Company's website (or any other website) nor the
content of any website accessible from hyperlinks on the Company's website (or
any other website) is incorporated into, or forms part of, this Announcement.

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