Issue of Equity (8694W)
February 06 2012 - 8:21AM
UK Regulatory
TIDMTMT
RNS Number : 8694W
TMT Investments PLC
06 February 2012
6 February 2012
TMT INVESTMENTS PLC
("TMT" or the "Company")
The Company announces that it has today allotted 4,642,858 new
ordinary shares of no par value each in the Company at a price of
US$1.4 per share, being a premium of 12% over the closing price of
the Company's shares on 3 February 2012 and raising US$6.5
million.
The new ordinary shares have been issued to existing
shareholders Wissey Trade & Invest Limited ("Wissey") and
Menostar Holdings Limited, who now own respectively 34.78% and
16.93% of the Company's issued ordinary share capital.
The issue of new shares to substantial shareholders is a related
party transaction under the AIM Rules. The Directors, having
consulted with the Company's Nominated Adviser ZAI Corporate
Finance Ltd, believe that the terms of the transaction are fair and
reasonable insofar as the Company's shareholders are concerned.
As the Company is not subject to the UK Takeover Code the
acquisition by Wissey of over 30% of the voting rights in the
Company does not trigger a mandatory offer under the provisions of
the UK Takeover Code. In addition, to enable the Directors to treat
Wissey's new acquisition as a "Permitted Acquisition" under the
provisions of the Company's Articles of Association, the Company
has entered into a relationship agreement with Wissey, conditional
upon admission of the new ordinary shares to trading on AIM, under
which Wissey has agreed that, so long as its holding represents 30%
or more of the Company's issued share capital, it will not act to
unduly influence the Company or its Board of Directors or otherwise
interfere with the day-today management of the Company; that all
transactions and relationships between it and the Company will be
conducted on terms which allow the Company to carry on its business
independently and that all such transactions and relationships will
be at arm's length and on a normal commercial basis. The agreement
cannot be terminated or amended except by a resolution of more than
75% of the independent shareholders of the Company (that is,
shareholders other than Wissey and its associates).
The new ordinary shares will rank pari passu with existing
ordinary shares and application has been made for these new
ordinary shares to be admitted to trading on AIM, which is expected
to occur on 10 February 2012.
Following the issue of the new ordinary shares, the Company will
have a total of 24,642,860 ordinary shares of no par value each in
issue.
For further information contact:
TMT INVESTMENTS PLC +44(0)1534 281 843
Mr. Alexander Selegenev alexander.selegenev@tmtinvestments.com
www.tmtinvestments.com
ZAI Corporate Finance Ltd
NOMAD and Broker
Marc Cramsie/Irina Lomova 020 7060 2220
This information is provided by RNS
The company news service from the London Stock Exchange
END
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