TIDMSEV
RNS Number : 2077G
SerVision plc
25 May 2017
The information contained within this announcement is deemed by
the Group to constitute inside information as stipulated under the
Market Abuse Regulations (EU) No. 596/2014 ("MAR").
25 May 2017
SerVision plc
("SerVision" or "the Company")
Further Re. Subscription to Raise $2.0 million and Issue of
Equity
Receipt of funds
SerVision (AIM: SEV), a leader in mobile live video streaming
over wireless and cellular networks, announces that, further to the
announcements of 22 February 2017, 1 March 2017 and 9 March 2017
regarding the $2.0 million of new capital from Cascade SVP, LLC
("Cascade"), a US-based fund, the Company has received the second
payment of $1.0 million from Cascade. Consequently, the Company has
today allotted to Cascade 7,107,850 new ordinary shares at a price
of 11.3 pence per share (the "New Ordinary Shares").
The proceeds, together with internally generated cashflow, will
be used to provide working capital to finance the sales of the
IVG400-N product, particularly into the bus and coach market, and
to reduce the Company's debt position including the scheduled
repayment of its facility with CSS Alpha (BVI) Ltd and YA II PN
Ltd. A total of $125,000 and $475,000 remains outstanding on these
respective loans as at the date of this announcement.
Proposed move to the Standard List
A condition of the investment by Cascade was that if the
Company's ordinary shares are not listed on either the Main Market
of the London Stock Exchange ("LSE") or on Nasdaq, or if the
Company has not been sold for a price higher than the issue price
of the subscription, before 21 February 2019, then any new capital
raised by the Company thereafter must first be used to buy back the
Subscription Shares, together with any new ordinary shares issued
pursuant to the Options, that are still held by Cascade at the same
price(s) as they were issued.
In light of this condition, the Company today announces that it
intends to apply for a Standard Listing on the Main Market of the
LSE, in which respect a prospectus will first need to be published,
during the first half of 2018. This timing should allow the Company
to publish its accounts for the 12 months ended 31 December 2017
for inclusion in the required prospectus.
In order to apply for admission to the Standard segment of the
LSE, the Company must meet certain eligibility criteria. The
Company intends to apply to the Financial Conduct Authority in this
respect in the next few months.
General meeting
As announced on 22 February 2017, Cascade has been granted an
option to invest up to a further $4.0 million, in two equal
tranches, at the same Company valuation as the subscription, being
approximately GBP14.4 million (the "Options"). Further details on
the Options are contained in the announcement of 22 February 2017
and, as announced on 9 March 2017, the option prices per share have
been adjusted to 10.13p and 9.21p respectively.
In order to be able to grant the Options, and issue new ordinary
shares pursuant to any future exercise of the Options, the Company
will need to convene a general meeting proposing that shareholders
approve an increase in its authorities to grant rights to subscribe
for new ordinary shares.
The Company intends to publish a circular convening a general
meeting in June 2017. The original intention had been for the
Company to have convened the general meeting by now however, after
further consideration, the board decided to wait until following
receipt of the second tranche of the subscription before so doing.
A further announcement will be made at the time of posting of the
circular to shareholders.
Guarantee
The Company is pleased to confirm that the personal guarantee
previously provided by Gidon Tahan (Chairman and CEO of SerVision)
in connection with the subscription has ceased following the issue
of the New Ordinary Shares to Cascade. Gidon Tahan received no
payment nor any other benefit for providing this guarantee.
Admission of the New Ordinary Shares to trading on AIM
Following receipt of the second $1.0 million from Cascade,
application has been made to the London Stock Exchange for the
7,107,850 New Ordinary Shares to be admitted to trading on AIM
("Admission"). The New Ordinary Shares will rank pari passu in all
respects with the existing ordinary shares of the Company. It is
expected that Admission will become effective and that dealings in
the New Ordinary Shares will become effective at 8.00 a.m. on 31
May 2017.
Major shareholdings
Following the issue of the New Ordinary Shares, Cascade will
have a beneficial interest in 14,215,700 ordinary shares of 1 pence
each in the Company ("Ordinary Shares") representing 10.0 per cent.
of the enlarged share capital of the Company.
Total voting rights
Following Admission of the New Ordinary Shares, the Company's
issued ordinary share capital will consist of 142,157,000 Ordinary
Shares with one voting right per share. The Company does not hold
any Ordinary Shares in treasury. Therefore, the total number of
Ordinary Shares and voting rights in the Company will be
142,157,000. This figure may be used by shareholders in the Company
as the denominator for the calculations by which they will
determine if they are required to notify their interest in, or a
change to their interest in, the share capital of the Company.
-ends-
For further information:
SerVision plc +972 2535 0000
Gidon Tahan, Chairman and CEO
Allenby Capital Limited (Nominated +44 (0)20 3328
Adviser and Joint Broker) 5656
Nick Athanas / James Reeve
Beaufort Securities Limited (Joint
Broker)
+44 (0)20 7382
Elliot Hance 8300
Leander PR (Financial PR)
+44 (0)7795 168
Christian Taylor-Wilkinson 157
Notes to Editors
SerVision is a pioneer in the field of security communications
technology and a leading developer and manufacturer of fully
integrated video recording and transmission systems for homeland
security and transportation applications. The Company's core
technology is proprietary video compression which is optimised for
streaming real-time video over any type of cellular or narrowband
network.
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCSELSMIFWSEDI
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May 25, 2017 02:38 ET (06:38 GMT)
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