Highlights
– Open Offer to raise approximately £6.0 million, on the basis of 17 Open Offer Shares for every 26 Existing Ordinary Shares held on the Record Date, at an issue price of 20 pence per New Ordinary Share
– £6.0 million (before expenses) conditionally raised by means of a Placing with an existing Shareholder and another investor of 30,000,000 New Ordinary Shares at an issue price of 20 pence per New Ordinary Share, subject to clawback under the Open Offer
– The Issue Price of 20 pence represents a premium of approximately 5.5 per cent. to the Closing Price on 28 March 2019, being the last Business Day prior to this announcement
– Net proceeds to be used to: –
o reduce indebtedness
o for investment in the Company's Connected Homes proposition; and
o for working capital purposes
The above transaction highlights and the summary announcement below should be read in conjunction with the full text of the announcement below.
A circular (and, in the case of Qualifying Non-CREST Shareholders, an Application Form) in connection with the Open Offer and containing details of the Fundraising, is expected to be posted to Shareholders later today (the “Circular”). Capitalised terms in this announcement are defined as set out at the end of this announcement. The Circular will be available on the Company's website, www.fireangeltech.com.
The Company announces that it is proposing to undertake an Open Offer to raise up to £6.0 million, on the basis of 17 Open Offer Shares for every 26 Existing Ordinary Shares held on the Record Date, at an issue price of 20 pence per New Ordinary Share.
In addition, the Company announces that it has conditionally raised £6.0 million (before expenses) by means of a Placing with an existing Shareholder and another investor of 30,000,000 New Ordinary Shares at an issue price of 20 pence per New Ordinary Share, subject to clawback under the Open Offer. It should be noted that New Ordinary Shares will only be issued pursuant to the Placing if and to the extent that the Open Offer is not subscribed in full by holders of Existing Ordinary Shares and will result in a maximum of 30,034,661 New Ordinary Shares being issued pursuant to the Fundraising. Furthermore, the Open Offer is not conditional on completion of the Placing.
The Issue Price of 20 pence represents a premium of approximately 5.5 per cent. to the Closing Price on 28 March 2019, being the last Business Day prior to this announcement. The Placing is not being underwritten. The Fundraising is conditional on, inter alia, Admission becoming effective by no later than 8.00 a.m. on 17 April 2019 (or such other time and/or date, being no later than 1 May 2019, as the Company and Stockdale may agree). It is expected that the New Ordinary Shares will be admitted to trading on AIM on or around 8.00 a.m. on 17 April 2019.
Application will be made to the London Stock Exchange for the New Ordinary Shares to be admitted to trading on AIM. The New Ordinary Shares 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 in respect of the Ordinary Shares following Admission.
John Conoley, Chairman of FireAngel, commented:
“I am pleased to announce the Fundraising and wish to thank the Placees for their support and commitment. This year has started well and the funds raised will be deployed to accelerate recovery.”