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REG - Trackwise Designs - Result of Open Offer, General Meeting and TVR

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RNS Number : 9742L  Trackwise Designs PLC  06 January 2023

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN, IS RESTRICTED AND IS
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, CANADA, JAPAN, AUSTRALIA, THE
REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT
JURISDICTION. THIS ANNOUNCEMENT SHOULD BE READ IN ITS ENTIRETY. FURTHER
DETAILS OF THE FUNDRAISING ARE SET OUT BELOW.

 

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND SHALL NOT CONSTITUTE AN
OFFER TO SELL OR ISSUE OR THE SOLICITATION OF AN OFFER TO BUY, SUBSCRIBE FOR
OR OTHERWISE ACQUIRE ANY NEW ORDINARY SHARES OF TRACKWISE DESIGNS PLC.

 

 

TRACKWISE DESIGNS PLC

("Trackwise", the "Company" or the "Group")

 

Result of Open Offer, General Meeting

and Total Voting Rights

 

 

The Board of Trackwise Designs plc (AIM: TWD), a leading manufacturer of
specialist products using printed circuit technology, announces that it has
received valid acceptances from Qualifying Shareholders in respect of
51,056,147 Open Offer Shares. This represents approximately 34.0 per cent. of
the 149,999,860 New Ordinary Shares available under the Open Offer.

 

The Board also announces that at the General Meeting held earlier today, all
Resolutions were duly passed by Shareholders.

 

The Company has therefore raised, in aggregate, approximately £4.76 million
(before expenses) through the Placing, Subscription and Open Offer.

 

Update regarding restoration of trading

On 20 December 2022, the London Stock Exchange (the "Exchange") temporarily
suspended trading in the Company's Ordinary Shares due to a deterioration in
settlement performance. The Exchange will continue to monitor the settlement
situation and when trading is to be restored, the market will be notified by
Stock Exchange Notice. The Company will make further announcements as
appropriate. The Board believes that Admission will result in the settlement
issues in the Company's Ordinary Shares being quickly resolved.

 

Admission and Total Voting Rights

Application has been made for the 476,356,147 New Ordinary Shares (being the
425,000,000 Placing Shares, 300,000 Subscription Shares and 51,056,147 Open
Offer Shares) to be admitted to trading on AIM. It is expected that Admission
will occur at 8.00 a.m. on 9 January 2023.

 

Following Admission, the total number of Ordinary Shares in issue will be
513,864,212. There are no Ordinary Shares held in treasury. Accordingly, the
total number of voting rights in the Company on Admission will be 513,864,212.
This figure may be used by Shareholders as the denominator for the
calculations to determine if they are required to notify their interest in, or
a change to their interest in, the Company under the FCA's Disclosure Guidance
and Transparency Rules.

 

Capital Reorganisation

The Company confirms that the Capital Reorganisation to sub-divide the
Existing Ordinary Shares of 4 pence each into New Ordinary Shares of 0.1 pence
each and Deferred Shares of 3.9 pence each will occur alongside Admission of
the Placing Shares, Subscription Shares and Open Offer Shares on 9 January
2023.

Definitions

This announcement should be read in conjunction with the full text of the
Circular issued on 15 December 2022. 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/)

 

 

 

The Notification of Dealing Forms set out below is provided in accordance with
the requirements of MAR.

 

 1   Details of the person discharging managerial responsibilities ("PDMR") /
     person closely associated ("PCA")
 a)  Name                                                         Philip Johnston
 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                                                         Trackwise Designs plc
 b)  LEI                                                          549300KQIX5EWTJMFK75
 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  New Ordinary Shares of 0.1 pence each
     Identification code                                          GB00BFYT9999
 b)  Nature of the transaction                                    Purchase of New Ordinary Shares
 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)
                                                                  1p        2,500,000
 d)  Aggregated information:                                      See 4c) above

·         Aggregated volume

 

·         Price
 e)  Date of the transaction                                      9 January 2023
 f)  Place of the transaction                                     London Stock Exchange, AIM Market (XLON)

d)

Aggregated information:

·         Aggregated volume

 

·         Price

See 4c) above

e)

Date of the transaction

9 January 2023

f)

Place of the transaction

London Stock Exchange, AIM Market (XLON)

 

 1   Details of the person discharging managerial responsibilities ("PDMR") /
     person closely associated ("PCA")
 a)  Name                                                         Philip Johnston
 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                                                         Trackwise Designs plc
 b)  LEI                                                          549300KQIX5EWTJMFK75
 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  Warrants over New Ordinary Shares of 0.1 pence each
     Identification code                                          GB00BFYT9999
 b)  Nature of the transaction                                    Issue of Warrants
 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)
                                                                  6p        1,250,000
 d)  Aggregated information:                                      See 4c) above

·         Aggregated volume

 

·         Price
 e)  Date of the transaction                                      9 January 2023
 f)  Place of the transaction                                     Outside of a trading venue

d)

Aggregated information:

·         Aggregated volume

 

·         Price

See 4c) above

e)

Date of the transaction

9 January 2023

f)

Place of the transaction

Outside of a trading venue

 

 1   Details of the person discharging managerial responsibilities ("PDMR") /
     person closely associated ("PCA")
 a)  Name                                                         Paul Cook
 2.  Reason for the Notification
 a)  Position/status                                              Chief Financial Officer
 b)  Initial notification/Amendment                               Initial notification
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Trackwise Designs plc
 b)  LEI                                                          549300KQIX5EWTJMFK75
 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  New Ordinary Shares of 0.1 pence each
     Identification code                                          GB00BFYT9999
 b)  Nature of the transaction                                    Purchase of New Ordinary Shares
 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)
                                                                  1p        2,500,000
 d)  Aggregated information:                                      See 4c) above

·         Aggregated volume

 

·         Price
 e)  Date of the transaction                                      9 January 2023
 f)  Place of the transaction                                     London Stock Exchange, AIM Market (XLON)

d)

Aggregated information:

·         Aggregated volume

 

·         Price

See 4c) above

e)

Date of the transaction

9 January 2023

f)

Place of the transaction

London Stock Exchange, AIM Market (XLON)

 

 1   Details of the person discharging managerial responsibilities ("PDMR") /
     person closely associated ("PCA")
 a)  Name                                                         Paul Cook
 2.  Reason for the Notification
 a)  Position/status                                              Chief Financial Officer
 b)  Initial notification/Amendment                               Initial notification
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Trackwise Designs plc
 b)  LEI                                                          549300KQIX5EWTJMFK75
 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  Warrants over New Ordinary Shares of 0.1 pence each
     Identification code                                          GB00BFYT9999
 b)  Nature of the transaction                                    Issue of Warrants
 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)
                                                                  6p        1,250,000
 d)  Aggregated information:                                      See 4c) above

·         Aggregated volume

 

·         Price
 e)  Date of the transaction                                      9 January 2023
 f)  Place of the transaction                                     Outside of a trading venue

d)

Aggregated information:

·         Aggregated volume

 

·         Price

See 4c) above

e)

Date of the transaction

9 January 2023

f)

Place of the transaction

Outside of a trading venue

 

 1   Details of the person discharging managerial responsibilities ("PDMR") /
     person closely associated ("PCA")
 a)  Name                                                         Susan McErlain
 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                                                         Trackwise Designs plc
 b)  LEI                                                          549300KQIX5EWTJMFK75
 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  New Ordinary Shares of 0.1 pence each
     Identification code                                          GB00BFYT9999
 b)  Nature of the transaction                                    Purchase of New Ordinary Shares
 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)
                                                                  1p        300,000
 d)  Aggregated information:                                      See 4c) above

·         Aggregated volume

 

·         Price
 e)  Date of the transaction                                      9 January 2023
 f)  Place of the transaction                                     London Stock Exchange, AIM Market (XLON)

d)

Aggregated information:

·         Aggregated volume

 

·         Price

See 4c) above

e)

Date of the transaction

9 January 2023

f)

Place of the transaction

London Stock Exchange, AIM Market (XLON)

 

 1   Details of the person discharging managerial responsibilities ("PDMR") /
     person closely associated ("PCA")
 a)  Name                                                         Susan McErlain
 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                                                         Trackwise Designs plc
 b)  LEI                                                          549300KQIX5EWTJMFK75
 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  Warrants over New Ordinary Shares of 0.1 pence each
     Identification code                                          GB00BFYT9999
 b)  Nature of the transaction                                    Issue of Warrants
 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)
                                                                  6p        150,000
 d)  Aggregated information:                                      See 4c) above

·         Aggregated volume

 

·         Price
 e)  Date of the transaction                                      9 January 2023
 f)  Place of the transaction                                     Outside of a trading venue

d)

Aggregated information:

·         Aggregated volume

 

·         Price

See 4c) above

e)

Date of the transaction

9 January 2023

f)

Place of the transaction

Outside of a trading venue

 

 1   Details of the person discharging managerial responsibilities ("PDMR") /
     person closely associated ("PCA")
 a)  Name                                                         Charles Cattaneo
 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                                                         Trackwise Designs plc
 b)  LEI                                                          549300KQIX5EWTJMFK75
 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  New Ordinary Shares of 0.1 pence each
     Identification code                                          GB00BFYT9999
 b)  Nature of the transaction                                    Purchase of New Ordinary Shares
 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)
                                                                  1p        300,000
 d)  Aggregated information:                                      See 4c) above

·         Aggregated volume

 

·         Price
 e)  Date of the transaction                                      9 January 2023
 f)  Place of the transaction                                     London Stock Exchange, AIM Market (XLON)

d)

Aggregated information:

·         Aggregated volume

 

·         Price

See 4c) above

e)

Date of the transaction

9 January 2023

f)

Place of the transaction

London Stock Exchange, AIM Market (XLON)

 

 1   Details of the person discharging managerial responsibilities ("PDMR") /
     person closely associated ("PCA")
 a)  Name                                                         Charles Cattaneo
 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                                                         Trackwise Designs plc
 b)  LEI                                                          549300KQIX5EWTJMFK75
 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  Warrants over New Ordinary Shares of 0.1 pence each
     Identification code                                          GB00BFYT9999
 b)  Nature of the transaction                                    Issue of Warrants
 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)
                                                                  6p        150,000
 d)  Aggregated information:                                      See 4c) above

·         Aggregated volume

 

·         Price
 e)  Date of the transaction                                      9 January 2023
 f)  Place of the transaction                                     Outside of a trading venue

d)

Aggregated information:

·         Aggregated volume

 

·         Price

See 4c) above

e)

Date of the transaction

9 January 2023

f)

Place of the transaction

Outside of a trading venue

 

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