TIDMSTG
RNS Number : 4834X
Strip Tinning Holdings PLC
20 December 2023
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN
(TOGETHER, THIS "ANNOUNCEMENT") 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, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR ANY
OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR
DISTRIBUTION WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT
CONSTITUTE OR FORM ANY PART OF AN OFFER TO SELL OR ISSUE, OR A
SOLICITATION OF AN OFFER TO BUY, SUBSCRIBE FOR OR OTHERWISE ACQUIRE
ANY SECURITIES IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW
ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR IN ANY OTHER JURISDICTION
IN WHICH SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL OR TO ANY
PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH OFFER OR SOLICITATION.
NO PUBLIC OFFERING OF THE NEW ORDINARY SHARES IS BEING MADE IN ANY
SUCH JURISDICTION. ANY FAILURE TO COMPLY WITH THESE RESTRICTIONS
MAY CONSTITUTE A VIOLATION OF THE SECURITIES LAWS OF SUCH
JURISDICTIONS. PLEASE SEE THE IMPORTANT INFORMATION AT THE OF THIS
ANNOUNCEMENT.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF EU REGULATION 596/2014 (AS AMED) (WHICH FORMS PART
OF DOMESTIC UK LAW PURSUANT TO THE EUROPEAN UNION (WITHDRAWAL) ACT
2018 (AS AMED)). UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A
REGULATORY INFORMATION SERVICE, THIS INSIDE INFORMATION IS NOW
CONSIDERED TO BE IN THE PUBLIC DOMAIN.
20 December 2023
Strip Tinning Holdings plc
("Strip Tinning" or the "Company")
Result of Placing
Strip Tinning Holdings plc (AIM: STG), a leading supplier of
specialist connection systems to the automotive sector, is pleased
to announce that, further to the announcement made at 7.00 a.m.
today (the "Launch Announcement"), the Placing has successfully
closed at the Issue Price of 40.0 pence per share. The Company has
therefore conditionally raised gross proceeds of GBP1.0 million
through the issue of 2,500,000 Placing Shares and GBP4.0 million
through the issue of the Convertible Loan Notes.
The Company is undertaking the Fundraising to capture the
opportunity within its EV division and to, inter alia, invest in
the commercialisation and continued development of the Company's
CCS product aimed at the EV battery pack market.
Singer Capital Markets acted as sole bookrunner in connection
with the Placing.
In addition to the Placing and the issue of the Convertible Loan
Notes, a separate conditional retail offer to existing Shareholders
via the Bookbuild Platform to raise further proceeds of up to
GBP0.25 million (before expenses) at the Issue Price, will open to
eligible investors at 7.00 a.m. on 21 December 2023. A separate
announcement will be made by the Company regarding the Retail Offer
and its terms.
Adam Robson, Executive Chair of Strip Tinning, commented:
"We are delighted with this show of support from our
shareholders and to have successfully completed our target
fundraise. Amidst the ongoing transition to EV, there is a clear
need for our Cell Contact Systems, and the funds raised will ensure
we are well-placed to capture the significant market opportunity
across the EV battery pack market."
Directors' Participation and Related Party Transactions
All of the Directors have conditionally participated in the
Placing for an aggregate of 212,500 Placing Shares at the Issue
Price. The number of Placing Shares conditionally subscribed for by
each of the Directors pursuant to the Placing, and their resulting
shareholdings on Admission, assuming a full take up of the Retail
Offer, are set out below:
Director Number Percentage
Number of Placing Number of Enlarged
of Existing Shares subscribed of Ordinary Share
Ordinary for in the Shares held Capital
Shares Placing on Admission on Admission
Adam Robson 21,600 25,000 46,600 0.25
------------- ------------------- -------------- --------------
Richard Barton* 8,539,870 125,000 8,664,870 46.62
------------- ------------------- -------------- --------------
Adam Le Van 20,000 25,000 45,000 0.24
------------- ------------------- -------------- --------------
Paul George 13,756 12,500 26,256 0.14
------------- ------------------- -------------- --------------
Matthew Taylor 46,622 25,000 71,622 0.39
------------- ------------------- -------------- --------------
*includes 985,815 Ordinary Shares held by his wife, Anne
Barton
The participations by the Directors in the Placing each
constitute related party transactions under Rule 13 of the AIM
Rules. As there are no independent Directors to provide a fair and
reasonable statement because all of the Directors are participating
in the Placing, Singer Capital Markets Advisory LLP (in its
capacity as nominated adviser for the purposes of the AIM Rules)
considers that the participation by the Directors in the Placing is
fair and reasonable insofar as the Shareholders are concerned.
PDMR transactions
In addition to the participations by the Directors, Steve
O'Connor, Group Sales Director, and Mark Perrins, Group Managing
Director, who are deemed to be PDMRs of the Company, have
conditionally subscribed for 11,250 and 13,750 Placing Shares at
the Issue Price, respectively.
General Meeting and posting of the Circular
The Fundraising is wholly conditional upon, inter alia, the
Fundraising Resolution which is required to implement the
Fundraising being duly passed by Shareholders at the General
Meeting to be held at the offices of Singer Capital Markets, 1
Bartholomew Lane, London, EC2N 2AX at 11.00 a.m. on 15 January
2024.
The Circular, including the Notice of General Meeting, is
expected to be despatched to Shareholders on 21 December 2023 and
will be available on the Company's website at
www.striptinning.com/investors.
Admission, Settlement and Dealings
Application will be made to the London Stock Exchange for the
Placing Shares to be admitted to trading on AIM. Subject to the
passing of the Fundraising Resolution at the General Meeting, it is
expected that Admission will become effective and that dealings in
the Placing Shares will commence at 8.00 a.m. on 17 January 2024.
In addition to the passing of the Fundraising Resolution, the
Placing is conditional upon, inter alia , Admission becoming
effective, and the Placing Agreement not being terminated in
accordance with its terms.
The Placing Shares, when issued, will be fully paid and will
rank pari passu in all respects with the Existing Ordinary Shares,
including the right to receive all dividends and other
distributions declared, made or paid after the date of issue.
Capitalised terms used in this Announcement have the meanings
given to them in the Launch Announcement, unless the context
provides otherwise.
The person responsible for arranging the release of this
Announcement on behalf of the Company is Adam Le Van, Chief
Financial Officer of the Company.
Enquiries:
Strip Tinning Holdings plc Via Alma PR
Adam Robson, Executive Chairman
Richard Barton, Chief Executive Officer
Adam Le Van, Chief Financial Officer
Singer Capital Markets (Nominated Adviser and Sole Broker) +44 (0) 20 7496 3000
Rick Thompson
James Fischer
Alma (Financial PR) striptinning@almastrategic.com
Joe Pederzolli +44 (0) 20 3405 0205
Josh Royston
IMPORTANT NOTICES
The distribution of this Announcement in or into jurisdictions
other than the United Kingdom may be restricted by law and
therefore any persons who are subject to the laws of any
jurisdiction other than the United Kingdom should inform themselves
about, and observe, such restrictions. Any failure to comply with
the applicable restrictions may constitute a violation of the
securities laws of any such jurisdiction. Subject to certain
exceptions, this Announcement is not for release, publication or
distribution, directly or indirectly, in or into the United States,
Australia, Canada, Japan, New Zealand, the Republic of South Africa
or any jurisdiction where to do so might constitute a violation of
local securities laws or regulations.
Singer Capital Markets Advisory LLP, which is authorised and
regulated in the UK by the FCA, is acting as nominated adviser to
the Company in connection with the matters described in this
Announcement and is not acting for any other persons in relation to
the Fundraising and Admission. Singer Capital Markets Advisory LLP
is acting exclusively for the Company and for no one else in
relation to the contents of this Announcement and persons receiving
this Announcement should note that Singer Capital Markets Advisory
LLP will not be responsible to anyone other than the Company for
providing the protections afforded to clients of Singer Capital
Markets Advisory LLP or for advising any other person on the
arrangements described in this Announcement. The responsibilities
of Singer Capital Markets Advisory LLP as the Company's nominated
adviser under the AIM Rules and the AIM Rules for Nominated
Advisers are owed solely to the London Stock Exchange and are not
owed to the Company or to any Director, Shareholder,
Noteholder or other person in respect of their decision to
acquire shares in the capital of the Company or Convertible Loan
Notes in reliance on any part of this Announcement, or
otherwise.
Singer Capital Markets Securities Limited ("Singer Capital
Markets"), which is authorised and regulated in the UK by the FCA,
is acting as broker to the Company in connection with the matters
described in this Announcement and is not acting for any other
persons in relation to the Fundraising and Admission. Singer
Capital Markets is acting exclusively for the Company and for no
one else in relation to the contents of this Announcement and
persons receiving this Announcement should note that Singer Capital
Markets will not be responsible to anyone other than the Company
for providing the protections afforded to clients of Singer Capital
Markets or for advising any other person on the arrangements
described in this Announcement.
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.
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END
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(END) Dow Jones Newswires
December 20, 2023 06:30 ET (11:30 GMT)
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