Result of Open Offer
August 18 2009 - 2:00AM
UK Regulatory
TIDMLMR
RNS Number : 5960X
Luminar Group Holdings PLC
18 August 2009
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT IS NOT FOR RELEASE,
PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR
INTO AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR THE
UNITED STATES OR INTO ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A
VIOLATION OR BREACH OF ANY APPLICABLE LAW. PLEASE SEE THE IMPORTANT NOTICE AT
THE END OF THIS ANNOUNCEMENT.
18 August 2009
Luminar Group Holdings plc
("Luminar" or the "Company")
Result of Open Offer
On 31 July 2009, the Board of Luminar announced a share issue to raise gross
proceeds of GBP37.5 million (approximately GBP35.7 million net of expenses)
through the issue of 39,473,685 New Ordinary Shares by way of a Firm Placing and
Placing and Open Offer at an issue price of 95 pence per New Ordinary share. The
Firm Placing and Placing and Open Offer is conditional, amongst other things, on
the approval of Shareholders.
The Open Offer closed at 11.00 a.m. on 17 August 2009. Under the Open Offer,
valid acceptances have been received from Qualifying Shareholders in respect of
19,395,760 Open Offer Shares in aggregate, representing approximately 95.5 per
cent. of the Open Offer Shares offered pursuant to the Open Offer. As a
consequence, 920,563 Open Offer Shares were available for subscription under the
Excess Application Facility. Valid applications under the Excess Application
Facility have been received in respect of 1,749,066 Excess Shares, representing
approximately 190 per cent. of the Excess Shares available for subscription.
Applications under the Excess Application Facility have therefore been scaled
back accordingly.
Shareholder approval to, inter alia, effect the Capital Reorganisation and the
Firm Placing and Placing and Open Offer will be sought at the General Meeting to
be held at 9.30 a.m. today at the offices of Cameron McKenna LLP, Mitre House,
160 Aldersgate Street, London EC1A 4DD.
Subject to Shareholder approval, application will be made for the admission of
39,473,685 New Ordinary Shares to the Official List of the UK Listing Authority
and to trading on the London Stock Exchange's market for listed securities. It
is expected that admission and commencement of dealings in the New Ordinary
Shares will become effective at 8.00 a.m. on 19 August 2009.
The total issued share capital of Luminar following Admission will be
100,422,654 Ordinary Shares of 25 pence each.
Terms defined in the Prospectus published on 31 July 2009 have the same meanings
in this announcement.
+----------------------------------------+----------------------------------------+
| Luminar | 01908 544 100 |
+----------------------------------------+----------------------------------------+
| Stephen Thomas, Chief Executive | |
+----------------------------------------+----------------------------------------+
| Robert McDonald, Finance Director | |
+----------------------------------------+----------------------------------------+
| | |
+----------------------------------------+----------------------------------------+
| College Hill | 020 7457 2020 |
+----------------------------------------+----------------------------------------+
| Matthew Smallwood | |
+----------------------------------------+----------------------------------------+
| | |
+----------------------------------------+----------------------------------------+
| Numis Securities Limited | 020 7260 1000 |
+----------------------------------------+----------------------------------------+
| Lee Aston , Brent Nabbs, Corporate | |
| Finance | |
| Mark Lander, Corporate Broking | |
+----------------------------------------+----------------------------------------+
| | |
+----------------------------------------+----------------------------------------+
| Altium | 020 7484 4040 |
+----------------------------------------+----------------------------------------+
| Phil Adams, Sam Fuller, Corporate | |
| Finance | |
| Chloe Ponsonby, Corporate Broking | |
+----------------------------------------+----------------------------------------+
Numis Securities Limited, which is authorised and regulated in the United
Kingdom by the Financial Services Authority, is acting as joint sponsor, joint
financial adviser, joint bookrunner and joint broker exclusively to the Company
and for no one else in connection with the Capital Reorganisation, the Firm
Placing and Placing and Open Offer and Admission and will not be responsible to
anyone other than the Company for providing the protections afforded to its
clients or for providing advice in relation to the Capital Reorganisation, the
Firm Placing and Placing and Open Offer and Admission or any other matters
referred to in this announcement.
Altium Capital Limited, which is authorised and regulated in the United Kingdom
by the Financial Services Authority, is acting as joint sponsor, joint financial
adviser, joint bookrunner and joint broker exclusively to the Company and for no
one else in connection with the Capital Reorganisation, the Firm Placing and
Placing and Open Offer and Admission and will not be responsible to anyone other
than the Company for providing the protections afforded to its client or for
providing advice in relation to the Capital Reorganisation, the Firm Placing and
Placing and Open Offer and Admission or any other matters referred to in this
announcement.
This announcement has been issued by, and is the sole responsibility of, Luminar
Group Holdings plc. Apart from the responsibilities and liabilities, if any,
which may be imposed by the FSMA, neither of Numis nor Altium nor any of their
affiliates, parent undertakings, subsidiary undertakings or subsidiaries of
their parent undertakings or any of their respective directors, officers,
employees or advisers or any other person accepts any responsibility whatsoever
and makes no representation or warranty, express or implied, for or in respect
of the contents of this announcement or as to the accuracy or completeness or
fairness of the information or opinions contained in this announcement and,
without prejudice to the generality of the foregoing, no responsibility or
liability is accepted by any of them for any such information or opinions or for
any errors or omissions.
Important notice:
This announcement does not constitute or form part of any offer or invitation to
sell or issue, or any solicitation of any offer to acquire any New Ordinary
Shares, nor shall it (or any part of it), or the fact of its distribution, form
the basis of, or be relied on in connection with or act as any inducement to
enter into, any contract or commitment whatsoever with respect to the proposed
Firm Placing and Placing and Open Offer or otherwise.
The distribution of this announcement in certain jurisdictions may be restricted
by law and such distribution could result in violation of the laws of such
jurisdictions. In particular, this announcement is not for distribution in
Australia, Canada, Japan, New Zealand, The Republic of South Africa and the
United States.
The information in this announcement may not be forwarded or distributed to any
other person and may not be reproduced in any manner whatsoever. Any forwarding,
distribution, reproduction or disclosure of this information in whole or in part
is unauthorised. Failure to comply with this directive may result in a violation
of the US Securities Act or the applicable laws of other jurisdictions.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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