TIDMECP
RNS Number : 7862L
Eight Capital Partners PLC
08 September 2023
8 September 2023
Eight Capital Partners plc
("ECP", "Eight Capital" or "the Company")
Completion of Note Conversion, Related Party Transaction and
Issue of Equity
Eight Capital Partners plc (AQSE: ECP), the financial services
operating company that aims to grow revenue through businesses
engaged in "Fintech" operations including in the digital banking
and lending sectors, announces that, further to the announcement on
11 August 2023, application has been made for 25,577,732,855 new
ordinary shares at a price of 0.02525 pence per new ordinary share
("Conversion Shares") in lieu of the conversion of the Notes and
accrued interest due to be paid on 3 September 2023
("Implementation Date").
The price of the Conversion Shares was calculated by reference
to the volume weighted average price (VWAP) per share of the last
ten trading days before the Implementation Date and the mid-market
exchange rate on the Implementation Date. Based on the GBP/EUR
exchange rate of GBP 1: EUR 1.1686 and share price of 0.02525
pence, this results in the issue of 25,577,732,855 Conversion
Shares, representing approximately 13.64 per cent. of the so
enlarged issued share capital of the Company.
It is important that all Note holders who are receiving
Conversion Shares contact the Company on info@eight.capital in
order to confirm the delivery details for their allocation of
Conversion Shares and they are urged to do so immediately.
Admission
The Company has anticipated admission of the Conversion Shares
to trading on the AQSE Growth Market to occur on or around 13
September 2023 ("Admission"). Trading in the Company's ordinary
shares remains presently suspended as a result of the delayed
publication of the Company's annual report for the year ended 31
December 2022. The annual report is substantially complete and the
Company will shortly be in a position to publish its accounts. The
Conversion Shares will rank pari passu with the ordinary shares of
the Company in issue.
Director Shareholding
Following the issue of the Conversion Shares and the
participation by Trumar Capital LLC ("Trumar"), a company
beneficially owned by Dominic White, a director of the Company, in
the conversions, Trumar will receive 7,417,592,007 new ordinary
shares and will be interested in 150,904,260,453 ordinary shares,
representing 80.50 per cent. of the Company's issued share capital
on Admission.
Related party transaction
Whilst no specific agreement has been separately entered into by
Trumar as a result of the conversion of Notes, the process of the
conversion of the Notes has been treated as a related party
transaction pursuant to Rule 4.6 of the AQSE Growth Market Access
Rulebook (the "Transaction"). The Directors of the Company
independent of the Transaction confirm that, having exercised
reasonable care, skill and diligence, the Transaction is fair and
reasonable insofar as the shareholders of Eight Capital are
concerned.
Total voting rights
Following Admission, the Company's issued share capital will
comprise 187,451,702,503 ordinary shares of 0.01p each, with each
share carrying the right to one vote, therefore the total number of
voting rights in the Company will be 187,451,702,503. This figure
may be used by shareholders as the denominator for calculations by
which they will determine if they are required to notify their
interest in the Company, or a change to their interest in the
Company, under the Financial Conduct Authority's Disclosure
Guidance and Transparency Rules.
The Company notes that the number of shares in issue is very
high. It is the Company's intention to seek a share capital
consolidation shortly and further details will be announced to the
market in due course.
Capitalised terms used in this announcement shall, unless
otherwise defined, have the same meanings as set out in the
Company's announcement of 11 August 2023.
This announcement contains inside information for the purposes
of the UK Market Abuse Regulation and the Directors of the Company
are responsible for the release of this announcement.
Eight Capital Partners plc info@eight.capital
Dominic White, Chairman
Luciano Maranzana, Group CEO
Cairn Financial Advisers LLP
AQSE Corporate Adviser
Jo Turner / Liam Murray +44 20 7213 0880
Walbrook PR Limited +44 20 7933 8780
Paul Vann/Nick Rome +44 7768 807631
eightcapital@walbrookpr.com
About Eight Capital Partners:
Eight Capital partners plc is a financial services operating
company that aims to grow revenue through businesses engaged in
"Fintech" operations including in the digital banking and lending
sectors.
ECP seeks to grow its group revenue in these high growth fintech
sub-sectors, which it expects to also increase in value, such that
they generate an attractive rate of return for shareholders,
predominantly through capital appreciation.
www.eight.capital
Eight Capital Partners operates two subsidiary businesses:
Epsion Capital:
Epsion Capital is an independent corporate advisory firm based
in London with an extensive experience in UK and European capital
markets. The team of senior and experienced ECM and M&A
professionals is specialised across multiple markets, sectors and
geographies and it prides itself on a commercial approach that
allows the clients to achieve their growth ambitions.
www.epsioncapital.com
Innovative Finance:
Innovative Finance is a corporate finance advisory business that
develops mergers and acquisitions and financing solutions across
multiple sectors, primarily in Europe, with access to international
transactions. It focuses on investments in Europe which are linked
to technological developments in the financial services industry.
www.innovfinance.com
Forward Looking Statements
Certain statements in this announcement, are, or may be deemed
to be, forward looking statements. Forward looking statements are
identi ed by their use of terms and phrases such as "believe",
"could", "should", "envisage", "estimate", "intend", "may", "plan",
"potentially", "expect", "will" or the negative of those,
variations or comparable expressions, including references to
assumptions. These forward-looking statements are not based on
historical facts but rather on the Directors' current expectations
and assumptions regarding the Company's future growth, results of
operations, performance, future capital and other expenditures
(including the amount, nature and sources of funding thereof),
competitive advantages, business prospects and opportunities. Such
forward looking statements re ect the Directors' current beliefs
and assumptions and are based on information currently available to
the Directors.
Notification of a Transaction pursuant to Article 19(1) of Regulation
(EU) No. 596/2014
1 Details of the person discharging managerial responsibilities/person
closely associated
-----------------------------------------------------------------------
a. Name Dominic White
--------------------------- ------------------------------------------
2 Reason for notification
--------------------------- ------------------------------------------
a. Position/Status Chairman
--------------------------- ------------------------------------------
b. Initial notification/ Initial notification
Amendment
--------------------------- ------------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
-----------------------------------------------------------------------
a. Name Eight Capital Partners Plc
--------------------------- ------------------------------------------
b. LEI 213800U1F5CGRZJ47X73
--------------------------- ------------------------------------------
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 Ordinary shares of GBP0.0001 each
the financial
instrument, type
of instrument
ISIN: GB00BYT56612
Identification
Code
--------------------------- ------------------------------------------
b. Nature of the Issue of ordinary shares in lieu of debt
transaction conversion
--------------------------- ------------------------------------------
c. Price(s) and volume(s) Price(s) Volume(s)
0.02525 7,417,592,007
--------------------------- ------------------------------------------
d. Aggregated information
- Aggregated Volume
N/A
- Price
--------------------------- ------------------------------------------
e. Date of the transaction 7 September 2023
--------------------------- ------------------------------------------
f. Place of the transaction AQSE, London
--------------------------- ------------------------------------------
, 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.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
NEXEANNXELNDEFA
(END) Dow Jones Newswires
September 08, 2023 02:00 ET (06:00 GMT)
Eight Capital Partners (AQSE:ECP)
Gráfico Histórico do Ativo
De Nov 2024 até Dez 2024
Eight Capital Partners (AQSE:ECP)
Gráfico Histórico do Ativo
De Dez 2023 até Dez 2024