Amiad Water Systems Ltd Launch of Open Offer (2582J)
April 08 2020 - 9:26AM
UK Regulatory
TIDMAFS
RNS Number : 2582J
Amiad Water Systems Ltd
08 April 2020
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN 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 JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION
OR DISTRIBUTION WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICES
AT THE END OF THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.
For immediate release
8 April 2020
Amiad Water Systems Ltd.
("Amiad" or the "Company")
Launch of Open Offer
Further to the Company's announcements of 27 February 2020 and 7
April 2020 in respect of the proposed subscription of up to
7,652,174 new ordinary shares in the Company by FIMI Israel
Opportunity ("FIMI"), Amiad (AIM: AFS), a leading global producer
of water treatment and filtration solutions, announces an open
offer (the "Open Offer") to raise up to approximately GBP2.0
million (before expenses) through the issue of up to an aggregate
of 856,556 new ordinary shares in the Company (the "Open Offer
Shares") at a price of 230 pence per share (the "Offer Price"). The
Company is offering qualifying shareholders the opportunity to
participate in the Open Offer in order to reduce the dilution in
their existing shareholding by the subscription by FIMI.
Qualifying shareholders will be able to subscribe for an
aggregate of 856,556 Open Offer Shares on the basis of 2 Open Offer
Shares for every 53 existing ordinary shares at the Offer Price.
The Offer Price represents an approximate 12.2 per cent. premium to
the closing middle market price of 205 pence per existing ordinary
share on 7 April 2020 (being the last practicable day prior to the
publication of this announcement). As at the date of the
subscription agreement with FIMI, being 26 February 2020, the
closing middle market price was 240 pence per existing ordinary
share, with the average closing middle market price for Q1 2020
being approximately 243 pence per existing ordinary share. The
Offer Price is the same price at which FIMI will be investing in
the subscription.
In addition, the Company has provided an excess application
facility so that any Open Offer Shares not subscribed for by
qualifying shareholders pursuant to the Open Offer will be
available for subscription by other qualifying shareholders over
and above their basic entitlement.
In order to ensure that the Company raises the full GBP2.0
million, FIMI has agreed, pursuant to the terms of its subscription
agreement with the Company, to subscribe for the number of
subscription shares equivalent to all of the Open Offer Shares
offered under the Open Offer that are not otherwise taken up by
qualifying shareholders.
The Open Offer is conditional upon completion of the
subscription by FIMI and admission of the Open Offer Shares
becoming effective at 8.00 a.m. on 1 May 2020 or such later date as
determined by the Company (with a long stop date of 30 September
2020). The expected timetable of principal events is set out at the
end of this announcement.
Further details on the Open Offer and associated matters can be
found in the Circular that will be published tomorrow, 9 April
2020, on Amiad's website (www.amiad.com) by no later than 11.00
a.m. and will be posted to qualifying shareholders.
The Company announced its final results on 26 March 2020 and
there has been no material change to its expectations since this
date. The Company is keeping under review the extent of potential
disruption to trade caused by the COVID-19 outbreak and,
consequently, it is too early to assess the impact this factor will
have on revenue and profitability.
Enquiries
Amiad Water Systems Ltd.
Dori Ivzori, Chief Executive
Officer
Avishay Afriat, Chief Financial
Officer +972 4 690 9500
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Stifel Nicolaus Europe Ltd.
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Stewart Wallace, Ben Maddison +44 20 7710 7600
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Luther Pendragon Ltd.
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Harry Chathli, Claire Norbury,
Rachel So +44 20 7618 9100
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About Amiad
Amiad Water Systems (AIM: AFS) is a leading global producer of
automatic, self-cleaning water treatment and filtration products
and systems. Through its engineering skills and ability to
innovate, Amiad provides cost-effective "green" solutions for the
irrigation and industrial purposes. In these markets, its unique
and high-quality products are being integrated into the core of
systems for filtration and water treatment, micro irrigation and
membrane protection, wastewater and potable water treatment,
cooling systems and sea water filtration.
Headquartered in Israel, Amiad provides these solutions through
ten subsidiaries and a comprehensive network of distributors to
customers in more than 80 countries.
For additional information or product details, please visit
www.amiad.com .
Expected Timetable of Principal Events
Record Date for the Open Offer 8.00 p.m. on 7 April 2020
Announcement of the Open Offer 8 April 2020
Posting of the Circular and, to Qualifying 9 April 2020
Non-Depository Interest Holders only,
the Application Form
Ex-entitlement date 9 April 2020
Open Offer Entitlements credited As soon as practicable on
to CREST stock accounts of Qualifying 14 April 2020
Depository Interest Holders
Recommended latest time for requesting 4.30 p.m. on 22 April 2020
withdrawal of Open Offer Entitlements
from CREST
Latest time for depositing Open Offer 3.00 p.m. on 23 April 2020
Entitlements into CREST
Latest time and date for splitting 3.00 p.m. on 24 April 2020
Application Forms (to satisfy bona
fide market claims only)
Latest time and date for receipt 11.00 a.m. on 28 April 2020
of completed Application Forms and
payment in full under the Open Offer
or settlement of relevant CREST instructions
(as appropriate)
Expected date for announcement of 29 April 2020
the result of the Open Offer
Admission of the Open Offer Shares 8.00 a.m. on 1 May 2020
to trading on AIM
Expected date by which CREST stock As soon as practicable on
accounts are to be credited for Capital 1 May 2020
Raising Shares in uncertificated
form
Expected dispatch date of definitive By 11 May 2020
share certificates
Notes:
References to times in this announcement are to London, United
Kingdom time unless otherwise stated.
The times and dates set out in the timetable above and mentioned
throughout this announcement are indicative and may change, in
which event details of the new times and dates will be notified by
means of an announcement through a Regulatory Information Service
together with those dates that are not set out above in full.
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
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