REG - TPXimpact Holdings - Issue of Shares, Transfer of Shares from EBT & TVR

Tpximpact HoldingsAnnouncement

12/12/2022 11:30

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RNS Number : 4005J  TPXimpact Holdings PLC  12 December 2022

 

 

12 December 2022

TPXimpact Holdings PLC

("TPX", "TPXimpact", or the "Company")

 

Issue of Shares

Transfer of Shares from EBT

and

Total Voting Rights

 

TPXimpact Holdings PLC (AIM: TPX), the technology-enabled services company
focused on digital transformation, announces that the Company has today issued
283,535 new ordinary shares of 1 penny each ("Ordinary Shares") in respect of
outstanding acquisition consideration totalling £232,500 (the "Earnout
Shares").

 

Following the issue of the Earnout Shares, the Company has additional future
consideration to pay totalling £531,767 subject to the achievement of the
requirement earnout milestones. The maximum number of further Ordinary Shares
to be issued in respect of this consideration is 643,558. Further details of
the share issues are set out below:

 

 Value of future consideration payable  Minimum share price  Max shares to be issued
 £232,500                               82p                  283,537
 £299,267                               83.125p              360,021
 £531,767                                                    643,558

 

 Timing of payment of acquisition consideration   Value
 Within the next 6 months                        £531,767
 Between 6-12 months                             0
 After 12 months                                 0

 

 

Partnership Shares and Transfer of Shares from EBT

 

The SIP Trustees (Cytec Trustees Limited) acquired a total of 19,098 shares
(the "Partnership Shares") on 8 December 2022 at a price of £0.62 per
Ordinary Share and total aggregate cost of £11,840.76. The Partnership Shares
were acquired through market purchases and have been allocated to those
Company employees participating in its Share Incentive Plan (SIP) scheme. As
set out at the time of the announcement of TPXimpact's interim results on 30
November 2020, this SIP Plan is designed to reward and incentivise employees
of the Company through tax-efficient salary sacrifice and a free matching
award of Ordinary Shares on a one-for-one basis. Accordingly, on 8 December
2022, the SIP Trustees also allocated a total of 19,098 matching shares (the
"Matching Shares") under the SIP. 9,098 of the Matching Shares have been
transferred from the Company's Employee Benefit Trust (EBT) with the remaining
10,000  being comprised of unallocated shares held in the SIP trust.

 

Admission to trading and total voting rights

 

An application has been made for the admission of the Earnout Shares to
trading on AIM which is expected to take place on or around 16 December 2022.

 

The new Ordinary Shares issued and admitted to trading will rank pari
passu in all respects with the existing Ordinary Shares.

 

Therefore, following this issue of the Earnout Shares, TPXimpact Holdings
PLC's (AIM: TPX) total issued share capital consists of 91,516,009 ordinary
shares of 1 penny each ("Ordinary Shares"). The Company does not hold any
Ordinary Shares in treasury. The EBT holds a total of 978,624 Ordinary Shares
representing 1.07% of TPX's issued share capital.

 

Therefore, the total number of voting rights in the Company is
90,537,385     .

The above figure of 90,537,385      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 FCA's Disclosure and Transparency Rules.

Enquiries:

 TPXimpact Holdings

 Bjorn Conway, CEO                Via Alma PR

 Steve Winters, Group CFO

 Stifel Nicolaus Europe Limited   +44 (0) 207 710 7600

 (Nomad and Joint Broker)

 Alex Price

 Fred Walsh

 Ben Burnett

 Dowgate Capital Limited          +44 (0) 203 903 7715

 (Joint Broker)

 James Serjeant

 David Poutney

 Russell Cook

 Alma PR                          tpx@almapr.co.uk

 (Financial PR)                   +44 (0) 203 405 0209

 Josh Royston

 Kieran Breheny

 Matthew Young

 

About TPXimpact

 

TPXimpact exists to transform the organisations, services and systems that
underpin society and that drive business success. It applies strategic and
creative thinking, technology, innovative design and user-centred approaches
to bring about numerous improvements which together multiply the impact of
change.

The Company works closely with its clients in agile, multidisciplinary teams
that span organisational design, technology, and digital experiences. It
shares a deep understanding of people and behaviours and a philosophy of
putting people and communities at the heart of every transformation.

The business is being increasingly recognised as a leading alternative digital
transformation provider to the UK public services sector, with c.65% of its
client base representing the public sector and c.35% representing the
commercial sector.

More information is available at www.tpximpact.com .

 

 

 

 

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