REG - Saietta Group PLC - Results of Placing

SaiettaAnnouncement

04/08/2022 07:15

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RNS Number : 8569U  Saietta Group PLC  04 August 2022

04 August 2022

 

Saietta Group plc

("Saietta" or "the Company" or "the Group")

 

Results of Placing

 

Directors' Dealings

 

Publication of Circular

 

Saietta (AIM: SED), the international electric powertrain group, is pleased to
announce that, further to its announcement of 4.45p.m. on 3 August 2022, (the
"Launch Announcement"), it has conditionally completed the Placing which is
now closed. The Placing was oversubscribed.

 

Canaccord Genuity Limited ("Canaccord") acted as Nominated Adviser, Sole
Bookrunner and Sole Broker in connection with the Placing and has
conditionally placed 16,666,667 new Ordinary Shares of £0.0011 each in the
capital of the Company raising gross proceeds of £23 million (before
expenses) at an Issue Price of 138 pence per share.

 

Capitalised terms used but not defined in this announcement shall have the
meaning given to them in the Launch Announcement.

 

Broker Option

 

In order to deal with any additional demand from shareholders and other
investors who did not participate in the Placing, the Company has granted an
option (the "Broker Option") to Canaccord to allow for the issue of up to an
additional 1,666,667 new Ordinary Shares (the "Broker Option Shares") at the
Issue Price.  The Broker Option is exercisable until 4.45 p.m. on 17 August
2022. Investors who wish to register their interest in participating in the
Broker Option Shares should instruct their stockbroker to speak with a
Canaccord contact or email cg-ecm-uk@cgf.com (mailto:cg-ecm-uk@cgf.com) .

 

Directors' Participation

Tony Gott, Emmanuel Clair, Wicher Kist and David Wilkinson, each of whom are
Directors of the Company (the "Participating Directors"), have agreed to
participate in the Placing for an aggregate of 217,390 Placing Shares at the
Issue Price. On Admission, following the issue of the Placing Shares, which is
subject to General Meeting approval, the interests of the Participating
Directors in the Company's enlarged share capital will be as follows:

 Participating Director  Number of Placing Shares  Resultant shareholding  % Share Capital as enlarged by the Placing  % Share Capital as enlarged by the Placing and Broker Option*
 Emmanuel Clair           173,913                   12,777,622             12.55%                                      12.35%
 Tony Gott                21,739                    21,739                 0.02%                                       0.02%
 Wicher Kist              18,115                    1,313,289              1.29%                                       1.27%
 David Wilkinson          3,623                     11,956                 0.01%                                       0.01%

* Assuming take-up in full of the Broker Option

Related Party Transactions

 

 The issue of 1,449,276 Placing Shares to Amati Global Investors Limited
("Amati"), a substantial shareholder of the Company, constitutes a related
party transaction under the AIM Rules. Immediately following Admission (and on
the basis that the Broker Option is exercised in full) Amati will have an
interest in10.6 per cent. of the issued share capital of the Company. To the
extent that the Broker Option is not exercised, Amati will have an interest in
10.8 per cent. of the issued share capital of the Company.  The Directors
consider, having consulted with Canaccord, acting in its capacity as the
Company's Nominated Adviser, that the terms of such placing are fair and
reasonable insofar as the Company's shareholders are concerned.

Issue of options to Tony Gott

 

As set out in the Launch Announcement, as part of Tony Gott's move to
Executive Chairman, it has been agreed that he will receive the following
options over Ordinary Shares under the Saietta Group plc Long Term Incentive
Plan ("LTIP"):

-       An option over 500,000 Ordinary Shares vesting 25% at grant and
then in equal instalments monthly over 2 years, with an exercise price per
Ordinary Share of 25% above Issue Price and ordinarily exercisable following
31 March 2025;

-       Options over 2,500,000 Ordinary Shares with an exercise price of
£0.01 per Ordinary Share which will ordinarily vest over the period from the
initial listing of the Company's Ordinary Shares on AIM at IPO to 31 March
2025 , (subject to  performance conditions).

 

The LTIP was established at the time of the initial admission of the Company's
Ordinary Shares to AIM in July 2021. Ordinary Shares issued pursuant to awards
under the LTIP scheme will not exceed 10% of the Company's issued share
capital from time to time. Further details of the LTIP are set out in the
Company's admission document dated 30 June 2021.

 

Admission and Total Voting Rights

 

Subject to shareholder approval, the Company will make an application to
London Stock Exchange plc for an aggregate of 16,666,667 Placing Shares, to be
admitted to trading on AIM ("Admission"). It is expected that Admission of the
Placing Shares will become effective and dealings will commence on 24 August
2022.  The Placing Shares will rank pari passu with the existing Ordinary
Shares.

 

Following Admission, and assuming  the Broker Option has not been exercised,
there will be 101,812,110 Ordinary Shares in issue. This number may be used by
shareholders as the denominator for the calculation 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.  If the Broker Option is
exercised, the Company will release a further announcement advising
shareholders of the revised aggregate number of Ordinary Shares which will be
in issue at Admission and the total voting rights.

 

Publication of Circular

 

A circular, containing further details of the Placing and notice of the
General Meeting to be held at 10:00 a.m. on 22 August 2022 to, inter alia,
approve the resolutions required to implement the Placing, is expected to be
published and despatched to Shareholders today, 4 August 2022 (the
"Circular").  Following its publication, the Circular will be available on
the Group's website at
https://investors.saiettagroup.com/investors/documents-and-circulars/
(https://investors.saiettagroup.com/investors/documents-and-circulars/) .

 

 

For any further enquiries, please contact:

 

 Saietta Group plc                                  via FTI

 Wicher (Vic) Kist, Group Chief Executive Officer

 Steven Harrison, Group Chief Financial Officer

 Canaccord Genuity (Nomad and Broker)               0207 523 8000

 Henry Fitzgerald-O'Connor

 Sam Lucas

 Patrick Dolaghan

 FTI Consulting (Financial PR advisor)              Tel: +44 (0) 20 3727 1000

 Ben Brewerton                                      saietta@fticonsulting.com

 Dhruv Soni

 

About Saietta:

 

Saietta is an AIM-quoted, multi-national business which designs, engineers and
manufactures complete Light-duty and Heavy-duty e-drive systems for electric
vehicles on land from scooters to buses (Vehicle categories L, M, N and T) as
well as marine applications (www.saietta.com).

 

 Saietta has engineered breakthrough electric motor technology including
proprietary AFT (Axial Flux Technology) and RFT (Radial Flux Technology) which
can be combined with in-house power electronics, powertrain controls,
mechanical axles and transmissions. The designs are unique and modular,
delivering both high and low voltage electric drive solutions. Saietta's
difference lies in its ability to conceive powertrain solutions tailored to
deliver competitive advantage and its turnkey engineering services designed to
fast-track electric vehicle manufacturers from concept to start of production.

 

To demonstrate the outstanding attributes of the AFT technology and the
company also founded its own next-generation marine propulsion division Propel
(www.propel.me) which delivers solutions for boating in the electric era that
support the transition to decarbonization and clean mobility on waterways.

 

 

 1   Details of the person discharging managerial responsibilities
 a)  Name                                             Wicher Kist
 2   Reason for the notification
 a)  Position/status                                  Chief Executive Officer
 b)  Initial notification/ Amendment                  Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                             Saietta Group PLC
 b)  LEI                                              213800OOUPLXQIFOO462
 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          Ordinary shares of £0.0011 each
 b)  Identification code of the Financial Instrument  GB00BNDM6X87
 c)  Nature of the transaction                        Purchase of shares
 d)  Price(s) and volume(s)

Price(s)  Volume(s)
                                                      GBP 1.38  18,115

 

 e)  Aggregated information:  volume, Price           Not applicable - single transaction
 f)  Date of the transaction                          04 August 2022
 g)  Place of the transaction                         London Stock Exchange (XLON)

 

 

e)

Aggregated information:  volume, Price

Not applicable - single transaction

f)

Date of the transaction

04 August 2022

g)

Place of the transaction

London Stock Exchange (XLON)

 

 

 

 1   Details of the person discharging managerial responsibilities
 a)  Name                                             Emmanuel Clair
 2   Reason for the notification
 a)  Position/status                                  Non-Executive Director
 b)  Initial notification/ Amendment                  Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                             Saietta Group PLC
 b)  LEI                                              213800OOUPLXQIFOO462
 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          Ordinary shares of £0.0011 each
 b)  Identification code of the Financial Instrument  GB00BNDM6X87
 c)  Nature of the transaction                        Purchase of shares
 d)  Price(s) and volume(s)

Price(s)  Volume(s)
                                                      GBP 1.38  173,913

 

 e)  Aggregated information:  volume, Price           Not applicable - single transaction
 f)  Date of the transaction                          04 August 2022
 g)  Place of the transaction                         London Stock Exchange (XLON)

 

 

e)

Aggregated information:  volume, Price

Not applicable - single transaction

f)

Date of the transaction

04 August 2022

g)

Place of the transaction

London Stock Exchange (XLON)

 

 

 

 1   Details of the person discharging managerial responsibilities
 a)  Name                                             David Wilkinson
 2   Reason for the notification
 a)  Position/status                                  Non-Executive Director
 b)  Initial notification/ Amendment                  Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                             Saietta Group PLC
 b)  LEI                                              213800OOUPLXQIFOO462
 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          Ordinary shares of £0.0011 each
 b)  Identification code of the Financial Instrument  GB00BNDM6X87
 c)  Nature of the transaction                        Purchase of shares
 d)  Price(s) and volume(s)

Price(s)  Volume(s)
                                                      GBP 1.38  3,623

 

 e)  Aggregated information:  volume, Price           Not applicable - single transaction
 f)  Date of the transaction                          04 August 2022
 g)  Place of the transaction                         London Stock Exchange (XLON)

 

 

e)

Aggregated information:  volume, Price

Not applicable - single transaction

f)

Date of the transaction

04 August 2022

g)

Place of the transaction

London Stock Exchange (XLON)

 

 

 1   Details of the person discharging managerial responsibilities
 a)  Name                                             Tony Gott
 2   Reason for the notification
 a)  Position/status                                  Chairman
 b)  Initial notification/ Amendment                  Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                             Saietta Group PLC
 b)  LEI                                              213800OOUPLXQIFOO462
 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          Ordinary shares of £0.0011 each
 b)  Identification code of the Financial Instrument  GB00BNDM6X87
 c)  Nature of the transaction                        Purchase of shares
 d)  Price(s) and volume(s)

Price(s)  Volume(s)
                                                      GBP 1.38  21,739

 

 e)  Aggregated information:  volume, Price           Not applicable - single transaction
 f)  Date of the transaction                          04 August 2022
 g)  Place of the transaction                         London Stock Exchange (XLON)

 

 

e)

Aggregated information:  volume, Price

Not applicable - single transaction

f)

Date of the transaction

04 August 2022

g)

Place of the transaction

London Stock Exchange (XLON)

 

 

 

 1   Details of the person discharging managerial responsibilities
 a)  Name                                             Tony Gott
 2   Reason for the notification
 a)  Position/status                                  Chairman
 b)  Initial notification/ Amendment                  Initial notification
 3   Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                             Saietta Group PLC
 b)  LEI                                              213800OOUPLXQIFOO462
 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          Ordinary shares of £0.0011 each
 b)  Identification code of the Financial Instrument  GB00BNDM6X87
 c)  Nature of the transaction                        Grant of options - as part of Tony Gott's move to Executive Chairman, it has
                                                      been agreed that he will receive the following options over Ordinary Shares
                                                      under the Saietta Group plc Long Term Incentive Plan.
 d)  Price(s) and volume(s)

Price(s)                                                    Volume(s)
                                                      £0.01 per Ordinary Share (exercise price)                   2,500,000 Ordinary Shares
                                                      Exercise price per Ordinary Share of 25% above Issue Price  500,000 Ordinary Shares
 e)  Aggregated information:  volume, Price           Not applicable - single transaction
 f)  Date of the transaction                          04 August 2022
 g)  Place of the transaction                         London Stock Exchange (XLON)

e)

Aggregated information:  volume, Price

Not applicable - single transaction

f)

Date of the transaction

04 August 2022

g)

Place of the transaction

London Stock Exchange (XLON)

 

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