REG - SigmaRoc PLC - Results of Placing and Retail Offer

SigmarocAnnouncement

23/02/2023 07:00

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RNS Number : 8261Q  SigmaRoc PLC  23 February 2023

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED UNDER THE MARKET
ABUSE REGULATION (EU) NO. 596/2014 (AS IT FORMS PART OF UK LAW BY VIRTUE OF
THE EUROPEAN UNION (WITHDRAWAL) ACT 2018) AND THE INFORMATION CONTAINED HEREIN
IS NOT FOR PUBLICATION, RELEASE, OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN,
OR INTO, THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY
JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL. THE INFORMATION CONTAINED
HEREIN DOES NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN THE UNITED
STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR IN ANY OTHER JURISDICTION
IN WHICH THE SAME WOULD BE UNLAWFUL

 

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR
CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY
PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN
SIGMAROC PLC OR ANY OTHER ENTITY IN ANY SUCH JURISDICTION.

 

 23 February 2023

(EPIC: SRC / Market: AIM / Sector: Construction Materials)

 

SIGMAROC PLC

  ('SigmaRoc', the 'Group' or the 'Company')

Results of Placing and REX Retail Offer

 

SigmaRoc (AIM: SRC), the quarried materials group, is pleased to announce the
successful completion of the Placing and REX Retail Offer announced yesterday
by the Company (the "Placing Announcement"), raising gross proceeds of
approximately £30 million.

 

The Company has placed, in aggregate, 55,555,555 new Ordinary Shares pursuant
to the Fundraising, each at a price of 54 pence per share, representing a
premium of approximately 1.8 per cent. to the mid-market closing price of 53
pence on 22 February 2023.

 

The Company consulted with and received strong support from many of its
largest shareholders prior to the Fundraising. Consistent with each of its
prior placings, the Company respected the principles of pre-emption, so far as
possible, through the allocation process, both in the Placing and the Retail
Offer. The Company's management team actively participated in the structuring
and allocation of the Fundraising.

 

The proceeds of the Fundraising will part fund ten potential near term
strategic acquisition opportunities and four organic growth and carbon
footprint reduction projects. Taken together, the Acquisitions and Organic
Investment Projects are anticipated, should they all complete, to generate
approximately £42 million of net revenue, £10 million of EBITDA and profit
after tax of £6 million on an annualised basis.

 

Director participation

 

Certain Directors and senior management of SigmaRoc have subscribed, in
aggregate, for 455,556 Placing Shares at the Placing Price and the table below
sets out each individual's allocation:

 

 Name            No. Ordinary Shares currently held  Placing Shares subscribed for     Holding following Admission  % of issued share capital after Admission
 David Barrett         3,053,439                              265,741                        3,319,180              0.48%
 Max Vermorken            762,219                               64,815                          827,034             0.12%
 Garth Palmer             616,146                               55,556                          671,702             0.10%
 Charles Trigg            344,830                               37,037                          381,867             0.06%
 Fons Vermorken           266,884                               23,148                          290,032             0.04%
 Dean Masefield              78,868                                9,259                         88,127             0.01%

 

Max Vermorken, CEO of SigmaRoc, commented on the Fundraising as follows:

 

"I am pleased to see many of our existing shareholders continuing to support
SigmaRoc and our buy-and-build strategy. The strong level of demand from new
and existing investors underpins confidence in our plans for the future.

 

We have identified a strong pipeline of acquisitions as well as organic growth
opportunities that this funding will help us to deliver and we look forward to
updating our shareholders on our progress in due course."

 

 

Settlement and dealings

 

Application has been made to the London Stock Exchange for the Fundraising
Shares to be admitted to trading on AIM.

 

Admission is expected to take place, and dealings are expected to commence at
08.00 a.m. on 28 February 2023.

 

Total voting rights

 

In accordance with the provision of the Disclosure Guidance and Transparency
Rules of the FCA ('DTRs'), the Company confirms that, following Admission, its
issued share capital will comprise 693,801,899 Ordinary Shares.  The Company
does not hold any Ordinary Shares in treasury.  Therefore, the total voting
rights in the Company will be 693,801,899.  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, or a change to
their interest in, the Company under the DTRs.

 

The Fundraising Shares will, following Admission, rank pari passu in all
respects with the existing Ordinary Shares.

 

 

Capitalised terms used in this announcement, unless otherwise defined herein,
have the same meaning as ascribed to them in the Placing Announcement.

 

 

For further information, please contact:

 

 SigmaRoc plc                                              Tel: +44 (0) 207 129 7828

 Max Vermorken

 Liberum Capital (Nomad and Joint Bookrunner)              Tel: +44 (0) 203 100 2000

 Nicholas How / Ben Cryer / Jamie Richards / Cara Murphy

 Peel Hunt (Joint Bookrunner)                              Tel: +44 (0) 20 7418 8900

 Investment Banking

 Mike Bell / Ed Allsopp / Ben Harrington

 Syndicate and Broking

 Sohail Akbar / Jock Maxwell Macdonald / John Welch

 Redburn (Joint Bookrunner)                                Tel: +44 (0) 20 7000 2020

 Adam Young / Ben Glaeser

 

Market Abuse Regulation

 

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulation
(EU) No. 596/2014 (as it forms part of UK law by virtue of The European Union
(Withdrawal) Act 2018)  ('MAR'). Upon the publication of this announcement
via a regulatory information service, this inside information is now
considered to be in the public domain.

 

In addition, market soundings (as defined in MAR) were taken in respect of the
Placing with the result that certain persons became aware of inside
information (as defined in MAR), as permitted by MAR. This inside information
is set out in this announcement being made by the Company today. Therefore,
those persons that received inside information in a market sounding are no
longer in possession of such inside information relating to the Company and
its securities.

 

PDMR notifications

 

The below notification made in accordance with the requirements of MAR,
provides further detail:

 

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         1.  David Barrett

                                                                  2.  Max Vermorken

                                                                  3.  Garth Palmer

                                                                  4.  Charles Trigg

                                                                  5. Dean Masefield
 2.  Reason for the Notification
 a)  Position/status                                              1.  Executive Chairman

                                                                  2.  Chief Executive Officer

                                                                  3.  Chief Finance Officer

                                                                  4.  Non-Executive Director

                                                                  5. Deputy Chief Finance Officer
 b)  Initial notification/amendment                               Initial notification
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         SigmaRoc plc
 b)  LEI                                                          213800Q3CJUERBGD1E44
 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 1p
     Identification code                                          GB00BYX5K988
 b)  Nature of the Transaction                                    Purchase of shares
 c)  Price(s) and volume(s)                                       Price(s)    Volume(s)
                                                                  1.  54p     1.  265,741

                                                                  2.  54p     2.  64,815

                                                                  3.  54p     3.  55,556

                                                                  4.  54p     4.  37,037

                                                                  5.  54p     5.  9,259

 d)  Aggregated information                                       Aggregate volume: 432,408

     Aggregated volume /price                                     Aggregate price: 54p
 e)  Date of the transaction                                      23 February 2023
 f)  Place of the transaction                                     London Stock Exchange, AIM

d)

Aggregated information

Aggregated volume /price

Aggregate volume: 432,408

Aggregate price: 54p

e)

Date of the transaction

23 February 2023

f)

Place of the transaction

London Stock Exchange, AIM

 

 

 

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