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RNS Number : 0123M Trackwise Designs PLC 09 January 2023
TRACKWISE DESIGNS PLC
("Trackwise", the "Company" or the "Group")
Board Changes
The Board of Trackwise Designs plc (AIM: TWD), a leading manufacturer of
specialist products using printed circuit technology, is pleased to confirm,
following the General Meeting to approve the Fundraising, held on Friday 6
January 2023, the appointment of Andrew Lapping and Chris Pennison to the
Board of the Company, as Non-Executive Chairman and Non-Executive Director
respectively, with effect from 8:00 a.m. on 9 January 2023.
As announced on 14 December 2022, and included in the Circular to Shareholders
dated 15 December 2022, in order to maintain Board numbers and also to control
the cost base, Susan McErlain and Ian Griffiths will step down from the Board
at the same time. Charles Cattaneo intends to step down from the Board at the
end of January 2023. Given the forthcoming departure of Charles Cattaneo, the
Company is commencing a recruitment process for an additional new
non-executive director.
Andrew Lapping, incoming Chairman of Trackwise, commented:
"Today marks a fresh start for the Group after a very tough recent period.
I am delighted to take on the challenge of helping to lead Trackwise with my
former Hyperdrive CEO Chris Pennison as we join the Trackwise Board. We bring
industry experience to the Group with a track record of transitioning smart
technology into a commercially viable and successful product.
Prior to our participation in the Fundraising, Chris and I undertook
significant referencing of the sales pipeline and the core technology. As a
result, we believe there is significant potential for Trackwise and its IHT
technology in the EV market.
Whilst I recognise that the Fundraising has been difficult for existing
shareholders, I would urge all to get behind us as we look to exploit the
Company's world-class IP and production facilities.
I want to close by reassuring all stakeholders that Trackwise has enormous
potential but to realise its true value, we have to think and act smart in a
very dynamic and rapidly expanding market."
Definitions
All capitalised terms used in this announcement and not otherwise defined
shall have the meanings given to them in the Circular.
Enquiries
Trackwise Designs plc +44 (0)1684 299 930
Philip Johnston, CEO www.trackwise.co.uk (http://www.trackwise.co.uk/)
Paul Cook, CFO
finnCap Ltd +44 (0)20 7220 0500
NOMAD and Broker
Ed Frisby/Fergus Sullivan - Corporate Finance
Andrew Burdis/Barney Hayward - ECM
Alma PR +44 (0)20 3405 0205
Financial PR and IR
David Ison/Caroline Forde/Josh Royston/Kieran Breheny
Notes to editors
Trackwise is a UK-based manufacturer of specialist products using printed
circuit technology.
The full suite includes: Improved Harness Technology™ ("IHT") and Advanced
PCBs - Microwave and Radio Frequency ("RF"), Short Flex, Flex Rigid and Rigid
Multilayer products.
IHT uses a proprietary, patented process that Trackwise has developed to
manufacture multilayer flexible printed circuits of unlimited length. While
the technology has many applications, the directors expect that one of its
primary uses will be to replace traditional wire harnesses in a variety of
industries.
The Company operates from three sites, located in Tewkesbury, Stonehouse and
Stevenage. It serves customers in Europe and North America.
Trackwise Designs plc was admitted to trading on AIM in 2018 with the ticker
TWD. For additional information please visit www.trackwise.co.uk
(http://www.trackwise.co.uk/)
Regulatory disclosures
INFORMATION REQUIRED UNDER RULE 17 AND SCHEDULE 2, PARAGRAPH (G) OF THE AIM
RULES FOR COMPANIES ("AIM RULES")
Full name: Andrew Christopher Lapping
Age: 59
Shareholding in the Company: Andrew Lapping, and Chris Pennison, represent a number of underlying new
investors who, including Andrew and Chris, have acquired in the Placing a
total of 130,000,000 New Ordinary Shares, via Hamilton Capital Partners LLP;
included within this number is Andrew's beneficial interest in 7,500,000 New
Ordinary Shares. On Admission, the aggregate of these New Ordinary Shares will
represent approximately 25.3 per cent. of the Company's enlarged issued share
capital. In addition, on Admission, all those investing in the Fundraising
will hold Warrants to subscribe for 1 additional Ordinary Share for each
Warrant held in the ratio of 1 Warrant for every 2 New Ordinary Shares issued
to those subscribers. Andrew's beneficial interest in Warrants will be
3,750,000 Warrants, held via Hamilton Capital Partners LLP. Andrew is a LLP
Designated Member of Hamilton Capital Partners LLP.
Current directorships and/or partnerships: Historic directorships and/or partnerships (within the last five years):
24 Camphill Avenue LLP B L Developments Limited
Exchangelaw (No229) Limited Bamburgh First Property LLP
Fibre Broadband Company Ltd BDL Select Hotels Limited
Gemini Print Southern Limited BDL Select Operations Limited
Gemini Print UK Limited Blackford Media LLP
Glasgow Renovation Homes (No.2) LLP Brookfields Park Syndicate LLP
Glasgow Renovation Homes LLP Crosshill Developments LLP
Glasgow Renovation Homes No.3 LLP Davidsons Mains Investments LLP
Hamilton Capital Partners LLP Duckhouse Gallery Limited
HCP HASI LLP Glasgow South Orbital (Hamilton) Limited
HCP High Yield Carried Interest No3 LLP Grace Darling Holidays Limited
HCP High Yield No3 Limited GSO Hamilton Cip Limited
Hindley Capital Ltd Hamcap Redheughs LLP
Hindley Circuits Limited Hamilton Hindley Properties Ltd
Hindley Edinburgh Limited Hamilton Road Developments LLP
Hindley Prospect Hill Limited Hamilton Springburn Ltd
Hindley Residential Lettings Ltd Hamiltongold LLP
Keepers Cottage LLP HCP 1 (Glasgow 2) Limited
Northern Edge Limited HCP 1 (Glasgow) Limited
Solway Capital Investments Plc HCP Carried Interest LLP
The Hamilton Portfolio (Care Homes) Limited HCP Carried Interest No 2 LLP
The Hamilton Portfolio Partnership LLP HCP Durham 2 Ltd
Yellowfin Limited HCP Durham Ltd
HCP General Partner Limited
HCP General Partner No 2 Limited
HCP High Yield No2 LLP
HCP High Yield No3.5 Limited
HCP Redheughs LLP
Hindley Cedar (Glasgow) Homes LLP
Hindley Cedar Homes Limited
Hindley Cedar Property LLP
Hindley Communications Ltd
Hindley Fibre Limited
Hindley Glasgow Limited
Hindley Glasgow South LLP
Hindley Prem 2 LLP
Hindley Refurbthat LLP
Hindley West Embankment Properties Limited
Hyperdrive Innovation Holdings Limited
Hyperdrive Innovation Ltd
Hyperdrive Technologies Ltd
Maybury Media LLP
Motherwell Football And Athletic Club Limited (The)
Oak Hotels LLP
Paten & Co Limited
Paten Hotels Limited
Peak Income Partnership (Balliol) Ltd
Peak Income Partnership (Boldon) Ltd
Peak Income Partnership LLP
Princes Street Suites Limited
Refurbthat Holdings Limited
Riverside Dyce LLP
Silver Travel Advisor Limited
Space 2001 Limited
St James Media LLP
TAL SE Land Development Partnership LLP
The Hamilton Portfolio Limited
All the following disclosures relate to appointments where Andrew Lapping was
an investor and either a non executive director, or a limited liability
partnership (LLP) designated member.
On 12 April 2005, Andrew Lapping was appointed as a LLP designated member of
Barrance Farm LLP. Barrance Farm LLP went into creditors' voluntary
liquidation on 17 June 2014. The members' statement of affairs dated 22
September 2014 showed an estimated deficiency as regards creditors of
£742,236. Under the liquidation, no dividend was declared to creditors as the
funds realised were distributed, used or allocated for defraying the expenses
of the administration. Barrance Farm LLP was subsequently dissolved on 24
December 2014.
On 17 December 1999, Andrew Lapping was appointed as a director of Buzzsoft
Limited and subsequently resigned as a director on 18 September 2001. Buzzsoft
Limited went into creditors' voluntary liquidation on 20 June 2002. The
directors' statement of affairs dated 1 February 2007 showed an estimated
deficiency as regards creditors of £nil. Buzzsoft Limited was subsequently
dissolved on 16 May 2007.
On 1 January 2000, Andrew Lapping was appointed as a director of Collingwood
Developments Limited. Collingwood Developments Limited went into
administration on 11 June 2004 and subsequently went into creditors' voluntary
liquidation on 8 June 2006. Under the liquidation, a dividend of 55 pence in
the pound was paid to unsecured creditors. Collingwood Developments Limited
was subsequently dissolved on 25 November 2016.
On 17 February 2003, Andrew Lapping was appointed as a director of Container
Store Limited. Container Store Limited went into administration on 30 August
2005. Container Store Limited had no realizable assets or creditors and
accordingly the administration was automatically ended on 29 August 2006.
Container Store Limited was subsequently dissolved on 8 June 2007.
On 12 December 2005, Andrew Lapping was appointed as a LLP designated member
of Coopersknowe Developments LLP. Coopersknowe Developments LLP went into
administration on 9 January 2009. The members' statement of affairs dated 6
February 2009 showed an estimated deficiency as regards creditors of
£773,123. Coopersknowe Developments LLP was subsequently dissolved on 14
April 2013.
On 1 March 2005, Andrew Lapping was appointed as a director of Frasers
Hamilton (Shrubhill) Limited. Frasers Hamilton (Shrubhill) Limited went into
administration on 10 September 2012. The directors' statement of affairs dated
10 October 2012 showed an estimated deficiency as regards creditors of
£16,896,000. Frasers Hamilton (Shrubhill) Limited was subsequently dissolved
on 1 December 2014.
On 27 July 2007, Andrew Lapping was appointed as a LLP designated member of
Hamilton Road Developments LLP. Hamilton Road Developments LLP went into
administration on 28 October 2015. The members' statement of affairs dated 13
November 2015 showed an estimated deficiency as regards creditors of
£478,284. Hamilton Road Developments LLP was subsequently dissolved on 27
January 2021.
On 29 March 1999, Andrew Lapping was appointed as a director of Motherwell
Football And Athletic Club Limited (The) and subsequently resigned as a
director on 20 June 2012. Motherwell Football And Athletic Club Limited (The)
went into administration on 25 April 2002 and was subsequently discharged from
administration on 20 April 2004. On 17 March 2004 Motherwell Football And
Athletic Club Limited (The) approved a corporate voluntary arrangement (CVA)
and the CVA was subsequently completed on 27 April 2012. Under the CVA, a
dividend of 23 pence in the pound was paid to unsecured creditors. The company
remains on the Register of Companies.
On 25 August 2005, Andrew Lapping was appointed as a director of Reston
Developments Limited. Reston Developments Limited went into administration on
20 December 2012. The directors' statement of affairs dated 11 February 2013
showed an estimated deficiency as regards creditors of £1,632,740. Reston
Developments Limited was subsequently dissolved on 28 November 2015.
On 6 March 2000, Andrew Lapping was appointed as a director of Room 2 Limited
and subsequently resigned as a director on 22 July 2005. Room 2 Limited went
into administration on 30 August 2005 and subsequently went into creditors
voluntary liquidation on 30 August 2006. Under the liquidation, a dividend of
100 pence in the pound was paid to preferential creditors and a dividend of
1.57 pence in the pound was paid to unsecured creditors. Room 2 Limited was
subsequently dissolved on 10 December 2019.
On 5 August 2003, Andrew Lapping was appointed as a director of SOE
Development Limited. SOE Development Limited went into administration on 19
April 2005 and subsequently went into creditors' voluntary liquidation on 3
April 2006. The directors' statement of affairs dated 4 May 2010 showed an
estimated deficiency as regards creditors of £nil. SOE Development Limited
was subsequently dissolved on 11 August 2010.
On 9 January 2009, Andrew Lapping was appointed as a director of TAL CPT 2
Limited. TAL CPT 2 Limited went into creditors' voluntary liquidation on 10
May 2011. The directors' statement of affairs dated 8 February 2013 showed an
estimated deficiency as regards creditors of £414. Under the liquidation, no
dividend was declared to creditors as the funds realised were distributed,
used or allocated for defraying the expenses of the administration. TAL CPT 2
Limited was subsequently dissolved on 19 May 2013.
On 3 April 2007, Andrew Lapping was appointed as a director of TAL CPT Hub
Company Limited. TAL CPT Hub Company Limited went into creditors' voluntary
liquidation on 27 October 2011. The directors' statement of affairs dated 29
April 2014 showed an estimated deficiency as regards creditors of £854,761.
Under the liquidation, £43,633 was returned to shareholders. TAL CPT Hub
Company Limited was subsequently dissolved on 1 August 2014.
On 9 January 2009, Andrew Lapping was appointed as a director of TAL CPT
Limited. TAL CPT Limited went into creditors' voluntary liquidation on 10 May
2011. The directors' statement of affairs dated 8 February 2013 showed an
estimated deficiency as regards creditors of £525,319. Under the liquidation,
no dividend was declared to creditors as the funds realised were distributed,
used or allocated for defraying the expenses of the administration. TAL CPT
Limited was subsequently dissolved on 19 May 2013.
On 19 February 2009, Andrew Lapping was appointed as a director of TAL CPT
Management Limited. TAL CPT Management Limited went into creditors' voluntary
liquidation on 8 May 2012. TAL CPT Management Limited was subsequently
dissolved on 17 August 2013.
On 23 January 2004, Andrew Lapping was appointed as a director of Vis
Entertainment Limited and subsequently resigned as a director on 17 June 2004.
Vis Entertainment Limited went into administration on 7 April 2005 and
subsequently went into creditors' voluntary liquidation on 20 March 2007. The
directors' statement of affairs dated 7 April 2005 showed an unknown estimated
deficiency as regards creditors. Under the liquidation, no dividend was
declared to creditors as the funds realised were distributed, used or
allocated for defraying the expenses of the administration. Vis Entertainment
Limited was subsequently dissolved on 29 July 2014.
On 18 December 2007, Andrew Lapping was appointed as a director of Yellowfin
Limited. Yellowfin Limited went into administration on 26 August 2009 and
subsequently went into compulsory liquidation on 20 August 2010. The
directors' statement of affairs dated 26 August 2009 showed an estimated
deficiency as regards creditors of £8,535,823. Under the administration, a
distribution of 100 pence in the pound was paid to preferential creditors
equivalent to £3,202. No distribution was made to unsecured creditors under
the administration. Under the liquidation, a prescribed part distribution of
0.0005 pence in the pound was set aside for unsecured creditors equivalent to
£3,949. The Company was subsequently issued with a court order for winding
up, following the cessation of the appointment of the administrator, on 1
February 2011. Mr Lapping is still shown as a director on the Register of
Companies however he no longer has any involvement in the company.
Full name: Christopher Roy Pennison
Age: 55
Shareholding in the Company: Andrew Lapping, and Chris Pennison, represent a number of underlying new
investors who, including Andrew and Chris, have acquired in the Placing a
total of 130,000,000 New Ordinary Shares, via Hamilton Capital Partners LLP;
included within this number is Chris's beneficial interest in 2,500,000 New
Ordinary Shares. On Admission, the aggregate of these New Ordinary Shares will
represent approximately 25.3 per cent. of the Company's enlarged issued share
capital. In addition, on Admission, all those investing in the Fundraising
will hold Warrants to subscribe for 1 additional Ordinary Share for each
Warrant held in the ratio of 1 Warrant for every 2 New Ordinary Shares issued
to those subscribers. Chris's beneficial interest in Warrants will be
1,250,000 Warrants.
Current directorships and/or partnerships: Historic directorships and/or partnerships (within the last five years):
Avid Electric Vehicles Limited Academy 360
Avid Innovation Limited HamiltonGold LLP
Avid Technology Group Limited Hyperdrive Innovation Holdings Limited
Avid Technology Limited Hyperdrive Innovation Ltd
Avid Vehicles (Projects) Limited Hyperdrive Technologies Ltd
Collingwood Solutions Limited The Laidlaw Schools Trust
DFV Management Services Ltd
Gemini Print Southern Limited
Gemini Print UK Limited
Glasgow Renovation Homes (No2) LLP
Glasgow Renovation Homes No.3 LLP
Hindley Circuits Limited
Hyperdrive Innovation Holdings Limited
Hyperdrive Innovation Ltd
Hyperdrive Technologies Ltd
Irridian Industrial Electronics Limited
Turntide Drives Limited
Turntide Transport Limited
On 16 August 2004, Chris Pennison was appointed as a director of James Ross
& Son (Newcastle) Limited. James Ross & Son (Newcastle) Limited went
into administration on 15 February 2007 and subsequently went into creditors'
voluntary liquidation on 16 August 2007. The directors' statement of affairs
dated 2 April 2007 showed an estimated deficiency as regards creditors of
£1,454,794.40. The return of final meeting dated 17 November 2010 showed,
under the liquidation, a preferential dividend of £37,184 equivalent to 100
pence in the pound and an unsecured dividend of £442,031 equivalent to 23.76
pence in the pound was paid to creditors. James Ross & Son (Newcastle)
Limited was subsequently dissolved on 22 February 2011.
There is no further information disclosable in respect of Andrew Lapping and
Chris Pennison pursuant to Rule 17 and Schedule 2, paragraph (g) of the AIM
Rules.
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