TIDMIMO
RNS Number : 5723G
IMImobile PLC
24 July 2019
THIS ANNOUNCEMENT, INCLUDING THE APPIX AND THE INFORMATION
CONTAINED IN IT, 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, AUSTRALIA, CANADA, JAPAN, THE
REPUBLIC OF SOUTH AFRICA OR ANY OTHER STATE OR JURISDICTION IN
WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
PLEASE SEE THE IMPORTANT NOTICE AT THE OF THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED
UNDER THE MARKET ABUSE REGULATION (EU NO. 596/2014).
24 July 2019
IMImobile PLC
("IMImobile", the "Group" or the "Company")
Result of Accelerated Book Build
IMImobile (AIM: IMO), a global cloud communications software and
solutions provider, is pleased to announce the successful
completion of the placing announced earlier today raising gross
proceeds of approximately $25.2m (GBP20.3m).
Capitalised terms used in this announcement (this
"Announcement") have the meanings given to them in the Placing
Announcement, unless the context provides otherwise.
A total of 6,533,422 Placing Shares, representing approximately
9.7 per cent. of the existing issued share capital of the Company,
have been placed by Investec and N+1 Singer at a price of 310p per
share, raising gross proceeds of GBP20.3m. The Placing Price of
310p represents a premium of 0.3% to the mid-market closing price
of 309p on 23 July 2019. The Placing Shares will, when issued, be
credited as fully paid and will rank pari passu in all respects
with the existing issued Ordinary Shares.
Application has been made to the London Stock Exchange for the
Placing Shares to be admitted to trading on AIM ("Admission"). It
is expected that Admission will take place at 8.00 a.m. on 26 July
2019 (or such date as may be agreed between the Company and the
Joint Bookrunners).
The Placing is conditional upon, amongst other things, Admission
becoming effective. The Placing is also conditional on the Placing
Agreement not being terminated in accordance with its terms.
Total voting rights
Following Admission, the Company will have 73,742,042 Ordinary
Shares in issue. There are no Ordinary Shares held in treasury.
Therefore, the Company hereby confirms that the total number of
voting rights in the Company will, following Admission, be
73,742,042. 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 FCA's Disclosure Guidance and
Transparency Rules.
Note: Figures based on an exchange rate of GBP GBP1 = USD
1.2438
For further information, please contact
IMImobile PLC c/o Newgate Communications
Jay Patel, Group Chief Executive Officer Tel: +44 (0)20 3757 6880
Mike Jefferies, Chief Financial Officer
Newgate Communications Tel: +44 (0)20 3757 6880
Bob Huxford IMImobile@newgatecomms.com
Fiona Norman
Tom Carnegie
Investec Bank plc - NOMAD, Joint Broker Tel: +44 (0)20 7597 5970
and Joint Bookrunner
Corporate Broking: Henry Reast, Tejas
Padalkar
Corporate Finance: Sebastian Lawrence,
Andrew Pinder
N+1 Singer Advisory LLP, Joint Broker Tel: +44 (0)20 7496 3000
and Joint Bookrunner
Corporate Broking: Tom Salvesen
Corporate Finance: Justin McKeegan,
Iqra Amin
About IMImobile PLC
IMImobile is a communications software provider whose solutions
enable enterprises to automate digital customer communications and
interactions to improve customer experience and reduce operating
costs.
IMImobile's enterprise cloud communications software platform
orchestrates customer interactions, connecting existing business
systems with digital communications channels. Organisations that
trust us to deliver smarter digital customer engagement include
Hermes, Centrica, AA, O2, EE, BT, Foxtons, Pizza Hut, Vodafone,
MTN, three of the major retail banks in the UK and public-sector
organisations globally.
IMImobile is headquartered in London with offices across the UK,
Hyderabad, Toronto, Little Rock, Dubai and Johannesburg and has
over 1,100 employees worldwide. IMImobile is quoted on the London
Stock Exchange's AIM market with the TIDM code IMO.
IMPORTANT NOTICES
Neither this Announcement, nor any copy of it, may be taken or
transmitted, published or distributed, directly or indirectly, in,
or into the United States, Australia, Canada, Japan, or the
Republic of South Africa or to any persons in any of those
jurisdictions or any other jurisdiction where to do so would
constitute a violation of the relevant securities laws of such
jurisdiction. This Announcement is for information purposes only
and does not constitute an offer to sell or issue, or the
solicitation of an offer to buy, acquire or subscribe for any
shares in the capital of the Company in the United States,
Australia, Canada, Japan or the Republic of South Africa or any
other state or jurisdiction in which such offer or solicitation is
not authorised or to any person to whom it is unlawful to make such
offer or solicitation. Any failure to comply with these
restrictions may constitute a violation of securities laws of such
jurisdictions. The Placing Shares have not been, and will not be,
registered under the US Securities Act of 1933, as amended (the "US
Securities Act") or under any securities laws of any state of other
jurisdiction of the United States and may not be offered, sold,
resold, transferred or delivered, directly or indirectly, in or
into the United States except pursuant to an applicable exemption
from, or in a transaction not subject to, the registration
requirements of the US Securities Act and in compliance with the
securities laws of any state of other jurisdiction of the United
States.
There is no intention to register any portion of the Placing in
the United States or to conduct any public offering of securities
in the United States or elsewhere. All offers of Placing Shares
will be made pursuant to an exemption under the Prospectus
Regulation (EU) 2017/1129, as amended from time to time, and
includes any relevant implementing measure in any member state (the
"Prospectus Regulation") from the requirement to produce a
prospectus.
Recipients of this Announcement should conduct their own
investigation, evaluation and analysis of the business, data and
property described in this Announcement. This Announcement does not
constitute a recommendation concerning any investor's options with
respect to the Placing. The price and value of securities can go
down as well as up. Past performance is not a guide to future
performance. The contents of this Announcement are not to be
construed as legal, business, financial or tax advice. Each
shareholder or prospective investor should consult with his or her
or its own legal adviser, business adviser, financial adviser or
tax adviser for legal, financial, business or tax advice.
Members of the public are not eligible to take part in the
Placing. This Announcement is for information purposes only and are
directed only at: (a) persons in Member States of the Economic
European Area who are qualified investors within the meaning of
article 2(e) of the Prospectus Regulation ("Qualified Investors");
and (b) in the United Kingdom, Qualified Investors who are persons
who (i) have professional experience in matters relating to
investments falling within the definition of "investments
professional" in article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005, as amended (the
"Order"); (ii) are persons falling within article 49(2)(a) to (d)
("high net worth companies, unincorporated associations, etc") of
the Order; or (iii) are persons to whom it may otherwise be
lawfully communicated; (all such persons together being referred to
as "Relevant Persons"). This Announcement must not be acted on or
relied on by persons who are not Relevant Persons.
This Announcement is not being distributed by, nor has it been
approved for the purposes of section 21 of the Financial Services
and Markets Act 2000, as amended ("FSMA") by, a person authorised
under FSMA. This Announcement is being distributed and communicated
to persons in the United Kingdom only in circumstances in which
section 21(1) of FSMA does not apply. No prospectus will be made
available in connection with the matters contained in this
Announcement and no such prospectus is required (in accordance with
the Prospectus Regulation) to be published. Persons needing advice
should consult an independent financial adviser.
Persons (including without limitation, nominees and trustees)
who have a contractual right or other legal obligations to forward
a copy of this Announcement should seek appropriate advice before
taking any action.
This Announcement has been issued by, and is the sole
responsibility of, the Company. No representation or warranty,
express or implied, is or will be made by Investec or N+1 Singer,
or by any of their respective partners, directors, officers,
employees, advisers, consultants or affiliates as to or in relation
to, the accuracy or completeness of this Announcement or any other
written or oral information made available to any interested person
or its advisers, and any liability therefore is expressly
disclaimed. None of the information in this Announcement has been
independently verified or approved by Investec or N+1 Singer any of
their respective partners, directors, officers, employees,
advisers, consultants or affiliates. Save for any responsibilities
or liabilities, if any, imposed on Investec or N+1 Singer by FSMA
or by the regulatory regime established under it, no responsibility
or liability is accepted by either Investec or N+1 Singer or any of
their respective partners, directors, officers, employees,
advisers, consultants or affiliates for any errors, omissions or
inaccuracies in such information or opinions or for any loss, cost
or
damage suffered or incurred howsoever arising, directly or
indirectly, from any use of this Announcement or its contents or
otherwise in connection with this Announcement or from any acts or
omissions of the Company in relation to the Placing.
Investec, which is authorised by the Prudential Regulation
Authority (the "PRA") and regulated in the United Kingdom by the
FCA and the PRA, is acting solely for the Company and no-one else
in connection with the transactions and arrangements described in
this Announcement and will not regard any other person (whether or
not a recipient of this Announcement) as a client in relation to
the transactions and arrangements described in this Announcement.
Investec is not responsible to anyone other than the Company for
providing the protections afforded to clients of Investec or for
providing advice in connection with the contents of this
Announcement or the transactions and arrangements described
herein.
N+1 Singer, which is authorised and regulated in the United
Kingdom by the FCA, is acting for the Company and no-one else in
connection with the transactions and arrangements described in this
Announcement and will not regard any other person (whether or not a
recipient of this Announcement) as a client in relation to the
transactions and arrangements described in this Announcement. N+1
Singer is not responsible to anyone other than the Company for
providing the protections afforded to clients of N+1 Singer or for
providing advice in connection with the contents of this
Announcement or the transactions and arrangements described
herein.
The distribution of this Announcement and the offering of the
Placing Shares in certain jurisdictions may be restricted by law.
No action has been taken by the Company, Investec and/or N+1 Singer
that would permit an offering of such shares or possession or
distribution of this Announcement or any other offering or
publicity material relating to such shares in any jurisdiction
where action for that purpose is required. Persons into whose
possession this Announcement comes are required by the Company,
Investec and N+1 Singer to inform themselves about, and to observe,
such restrictions.
No prospectus will be made available in connection with the
matters contained in this Announcement and no such prospectus is
required (in accordance with the Prospectus Regulation) to be
published. Persons needing advice should consult an independent
financial adviser.
In connection with the Placing, each of the Joint Bookrunners
and any of their affiliates, acting as investors for their own
account, may take up a portion of the shares in the Placing as a
principal position and in that capacity may retain, purchase, sell,
offer to sell for the own accounts such shares and other securities
of the Company or related investments in connection with the
Placing or otherwise. Accordingly, references to Placing Shares
being offered, acquired, placed or otherwise dealt in should be
read as including any issue or offer to, or acquisition, placing or
dealing by, the Joint Bookrunners and any of their affiliates
acting in such capacity. In addition, the Joint Bookrunners and any
of their affiliates may enter into financing arrangements
(including swaps) with investors in connection with which the Joint
Bookrunners and any of their respective affiliates may from time to
time acquire, hold or dispose of shares. The Joint Bookrunners do
not intend to disclose the extent of any such investment or
transactions otherwise than in accordance with any legal or
regulatory obligations to do so.
Cautionary statements
This Announcement may contain and the Company may make verbal
statements containing "forward-looking statements" with respect to
certain of the Company's plans and its current goals and
expectations relating to its future financial condition,
performance, strategic initiatives, objectives and results.
Forward-looking statements sometimes use words such as "aim",
"anticipate", "target", "expect", "estimate", "intend", "plan",
"goal", "believe", "seek", "may", "could", "outlook" or other words
of similar meaning. By their nature, all forward-looking statements
involve risk and uncertainty because they relate to future events
and circumstances which are beyond the control of the Company. As a
result, the actual future financial condition, performance and
results of the Company may differ materially from the plans, goals
and expectations set forth in any forward-looking statements. Any
forward-looking statements made in this Announcement by or on
behalf of the Company speak only as of the date they are made. The
information contained in this Announcement is subject to change
without notice and except as required by applicable law or
regulation, the Company expressly disclaims any obligation or
undertaking to publish any updates or revisions to any
forward-looking statements contained in this Announcement to
reflect any changes in the Company's expectations with regard
thereto or any changes in events, conditions or circumstances on
which any such statements are based.
Neither the content of the Company's website (or any other
website) nor the content of any website accessible from hyperlinks
on the Company's website (or any other website) is incorporated
into or forms part of this Announcement.
This Announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014 ("MAR"). The person
responsible for arranging release of this information on behalf of
the Company is Mike Jefferies.
Information to Distributors
Solely for the purposes of the product governance requirements
contained within: (a) EU Directive 2014/65/EU on markets in
financial instruments, as amended ("MiFID II"); (b) Articles 9 and
10 of Commission Delegated Directive (EU) 2017/593 supplementing
MiFID II; and (c) local implementing measures (together, the "MiFID
II Product Governance Requirements"), and disclaiming all and any
liability, whether arising in tort, contract or otherwise, which
any "manufacturer" (for the purposes of the MiFID II Product
Governance Requirements) may otherwise have with respect thereto,
the Placing Shares have been subject to a product approval process,
which has determined that the Placing Shares are: (i) compatible
with an end target market of retail investors and investors who
meet the criteria of professional clients and eligible
counterparties, each as defined in MiFID II; and (ii) eligible for
distribution through all distribution channels as are permitted by
MiFID II (the "Target Market Assessment").
Notwithstanding the Target Market Assessment, distributors
should note that: the price of the Placing Shares may decline and
investors could lose all or part of their investment; the Placing
Shares offer no guaranteed income and no capital protection; and an
investment in the Placing Shares is compatible only with investors
who do not need a guaranteed income or capital protection, who
(either alone or in conjunction with an appropriate financial or
other adviser) are capable of evaluating the merits and risks of
such an investment and who have sufficient resources to be able to
bear any losses that may result therefrom. The Target Market
Assessment is without prejudice to the requirements of any
contractual, legal or regulatory selling restrictions in relation
to the Placing. Furthermore, it is noted that, notwithstanding the
Target Market Assessment, the Joint Bookrunners have only procured
investors who meet the criteria of professional clients and
eligible counterparties.
For the avoidance of doubt, the Target Market Assessment does
not constitute: (a) an assessment of suitability or appropriateness
for the purposes of MiFID II; or (b) a recommendation to any
investor or group of investors to invest in, or purchase, or take
any other action whatsoever with respect to the Placing Shares.
Each distributor is responsible for undertaking its own target
market assessment in respect of the Placing Shares and determining
appropriate distribution channels.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
MSCKZLBLKDFXBBX
(END) Dow Jones Newswires
July 24, 2019 05:40 ET (09:40 GMT)
Imimobile (LSE:IMO)
Gráfico Histórico do Ativo
De Jun 2024 até Jul 2024
Imimobile (LSE:IMO)
Gráfico Histórico do Ativo
De Jul 2023 até Jul 2024