TIDMSRT
RNS Number : 6647D
SRT Marine Systems PLC
23 June 2023
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM, OR
TO ANY PERSON LOCATED OR RESIDENT IN, THE UNITED STATES OR ANY
OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR
DISTRIBUTE THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014 (WHICH
FORMS PART OF DOMESTIC UK LAW PURSUANT TO THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018 ("UK MAR").
THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY, AND DOES
NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR
ISSUE, OR ANY SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE
FOR, ANY SECURITIES OF SRT MARTINE SYSTEMS PLC.
THIS ANNOUNCEMENT AMOUNTS TO A FINANCIAL PROMOTION FOR THE
PURPOSES OF SECTION 21 OF THE FINANCIAL SERVICES AND MARKETS ACT
2000 ("FSMA") AND HAS BEEN APPROVED BY PRIMARYBID LIMITED WHICH IS
AUTHORISED AND REGULATED BY THE FINANCIAL CONDUCT AUTHORITY (FRN
779021).
23 June 2023
SRT Marine Systems plc
("SRT" or the "Company")
PrimaryBid Offer
-- SRT announces a conditional offer for subscription of new Ordinary Shares via PrimaryBid ;
-- The Issue Price for the new Ordinary Shares is 50 pence per
new Ordinary Share, representing a discount of 13.79 per cent to
the closing mid-market price of the Company's existing Ordinary
Shares on 22 June 2023;
-- Investors can access the PrimaryBid Offer through
PrimaryBid's website and on PrimaryBid's app ;
-- Investors may also be able to take part through PrimaryBid's
extensive network of retail brokers, wealth managers and investment
platforms, subject to their participation;
-- Applications for new Ordinary Shares through these partners
can be made from tax efficient savings vehicles such as ISAs or
SIPPs, as well as General Investment Accounts (GIAs);
-- The PrimaryBid Offer is available to both existing shareholders and new investors;
-- The new Ordinary Shares to be issued pursuant to the
PrimaryBid Offer and the Placing will be offered at the Issue
Price;
-- There is a minimum subscription of GBP250 per investor in the PrimaryBid Offer;
-- No commission will be charged by PrimaryBid on applications to the PrimaryBid Offer.
PrimaryBid Offer
SRT Marine Systems (LON: SRT) a global provider of integrated
maritime surveillance systems and digital navigation safety
transceivers is pleased to announce, a conditional offer for
subscription of new ordinary shares of 0.1 pence each in the
capital of the Company ("Ordinary Shares") via PrimaryBid (the
"PrimaryBid Offer") at an issue price of 50 pence per new Ordinary
Share (the "Issue Price"), being a discount of 13.79 per cent to
the closing mid-market price of the Company's existing Ordinary
Shares on 22 June 2023. The Company is also conducting a placing of
new Ordinary Shares at the Issue Price by way of an accelerated
bookbuilding process (the "Placing") as announced earlier
today.
The PrimaryBid Offer is conditional the new Ordinary Shares
being issued pursuant to the PrimaryBid Offer and the Placing being
admitted to trading on AIM ("Admission"). Admission is expected to
take place at 8.00 a.m. on 30 June 2023. The PrimaryBid Offer will
not be completed without the Placing also being completed.
The Company will use the funds raised to fund working capital
requirements within the business alongside other sources of capital
available to the Company to enable the growth of both the systems
and transceivers businesses.
Reason for the PrimaryBid Offer
While the Placing has been structured as a non-pre-emptive offer
so as to minimise cost and time to completion, the Company values
its retail investor base and is therefore pleased to provide retail
investors with the opportunity to participate in the PrimaryBid
Offer.
Existing shareholders and new investors can access the
PrimaryBid Offer through PrimaryBid's website and on PrimaryBid's
app . Investors may also be able to take part through PrimaryBid's
extensive partner network of investment platforms, retail brokers
and wealth managers, subject to their participation. Applications
for new Ordinary Shares through these partners can be made from tax
efficient savings vehicles such as ISAs or SIPPs, as well as GIAs.
The PrimaryBid app is available on the UK Apple App Store and
Google Play Store.
After consideration of the various options available to it, the
Company believes that the separate PrimaryBid Offer is in the best
interests of shareholders, as well as wider stakeholders in the
Company.
The PrimaryBid Offer will open to investors resident and
physically located in the United Kingdom following the release of
this Announcement. The PrimaryBid Offer is expected to close at 4
.30 p.m. on 26 June 2023 and may close early if it is
oversubscribed.
There is a minimum subscription amount of GBP250 per investor in
the PrimaryBid Offer.
The Company reserves the right to scale back any order at its
discretion. The Company and PrimaryBid reserve the right to reject
any application for subscription under the PrimaryBid Offer without
giving any reason for such rejection.
Investors who apply for new Ordinary Shares through PrimaryBid's
website or PrimaryBid's app will not be charged any fee or
commission by PrimaryBid. It is vital to note that once an
application for new Ordinary Shares has been made and accepted via
PrimaryBid, an application cannot be withdrawn.
Investors wishing to apply for new Ordinary Shares through their
investment platform, retail broker or wealth manager using their
ISA, SIPP or GIA should contact them for details of the process and
any relevant fees or charges.
The new Ordinary Shares to be issued pursuant to the PrimaryBid
Offer will be issued free of all liens, charges and encumbrances
and will, when issued and fully paid, rank pari passu in all
respects with the new Ordinary Shares to be issued pursuant to the
Placing and the Company's existing Ordinary Shares.
For further information on PrimaryBid or the PrimaryBid Offer
visit www.PrimaryBid.com or email PrimaryBid at
enquiries@primarybid.com . The terms and conditions on which the
PrimaryBid Offer is made, including the procedure for application
and payment for new Ordinary Shares, are available to all persons
who register with PrimaryBid.
Brokers wishing to offer their customers access to the
PrimaryBid Offer and future PrimaryBid transactions, should contact
partners@primarybid.com .
Enquiries
SRT Marine Systems plc www.srt-marine.com
Simon Tucker (CEO) +44 (0) 20 7036 1400
Louise Coates (Marketing Manager)
PrimaryBid Limited enquiries@primarybid.com
Nick Smith / James Deal
finnCap Ltd (Nominated Adviser & Broker)
Jonny Franklin-Adams / Teddy Whiley (Corporate
Finance)
Tim Redfern / Charlotte Sutcliffe (ECM) +44 (0) 20 7220 0500
Important notices
It is a term of the PrimaryBid Offer that the aggregate value of
the new Ordinary Shares available for subscription at the Issue
Price does not exceed GBP750,000. Accordingly, the PrimaryBid Offer
is offered under the exemptions from the need for a prospectus
allowed under the FCA 's Prospectus Regulation Rules. As such,
there is no need for publication of a prospectus pursuant to the
Prospectus Regulation Rules, or for approval of the same by the
Financial Conduct Authority (as competent authority under
Regulation (EU) 2017/1129 as it forms part of retained EU law as
defined in the European Union (Withdrawal) Act 2018).
The PrimaryBid Offer is not being made into the United States,
Australia, Canada, New Zealand, the Republic of South Africa, Japan
or any other jurisdiction where it would be unlawful to do so.
This Announcement is not for publication or distribution,
directly or indirectly, in or into the United States of America.
This Announcement is not an offer of securities for sale into the
United States. The securities referred to herein have not been and
will not be registered under the U.S. Securities Act of 1933, as
amended (the "Securities Act"), and may not be offered, sold,
subscribed, taken up or delivered to U.S. persons (as defined under
Regulation S), or transferred, directly or indirectly, in the
United States absent registration under the Securities Act or an
available exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and the securities
laws of any other jurisdiction of the United States. The new
Ordinary Shares are being offered and sold only outside the United
States in "Offshore Transactions" within the meaning of, and in
accordance with, Regulation S under the Securities Act and
otherwise in accordance with applicable laws. No public offering of
the shares referred to herein is being made in the United States,
United Kingdom, Australia, Canada, New Zealand, the Republic of
South Africa, Japan or elsewhere.
This Announcement and the information contained herein, is
restricted and is not for publication, release or distribution,
directly or indirectly, in whole or in part, in or into or from the
United States, Australia, Canada, New Zealand, the Republic of
South Africa, Japan or any other jurisdiction in which such
publication, release or distribution would be unlawful. Further,
this Announcement is for information purposes only and is not an
offer of securities in any jurisdiction.
Investors should make their own investigations into the merits
of an investment in the Company. Nothing in this Announcement
amounts to a recommendation to invest in the Company or amounts to
investment, taxation or legal advice.
It should be noted that a subscription for new Ordinary Shares
and investment in the Company carries a number of risks. Investors
should consider the risk factors set out on www.PrimaryBid.com and
the PrimaryBid app before making a decision to subscribe for new
Ordinary Shares. Investors should take independent advice from a
person experienced in advising on investment in securities such as
the new Ordinary Shares if they are in any doubt.
END
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END
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June 23, 2023 02:01 ET (06:01 GMT)
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