Result of Fundraising

CT Automotive Group PLC

27 April 2023

 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR ANY JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL. PERSONS INTO WHOSE POSSESSION THIS ANNOUNCEMENT COMES ARE REQUIRED BY THE COMPANY TO INFORM THEMSELVES ABOUT AND TO OBSERVE ANY SUCH RESTRICTIONS.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE UK VERSION OF THE EU MARKET ABUSE REGULATION WHICH IS PART OF UK LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED AND SUPPLEMENTED FROM TIME TO TIME INCLUDING BY THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019 (SI 2019/ 310) ("MAR")).

CT Automotive Group Plc

("CT Automotive", the "Group" or the "Company")

Result of Fundraising

and

Director Dealings

CT Automotive, a UK-headquartered company that designs, develops and supplies interior components for the global automotive industry, is pleased to announce that, following the announcement made on 27 April 2023 (the "Launch Announcement") regarding the launch of the proposed Placing, it has conditionally placed 15,265,745 Ordinary Shares in the capital of the Company at the Issue Price of 34 pence per share, raising gross proceeds of approximately £5.2 million. In addition, Subscribing Shareholders and certain Directors have subscribed for 7,102,574 Subscription Shares and 295,940 Director Subscription Shares respectively, raising approximately £2.4 million as part of the Subscription and £0.1 million as part of the Director Subscription.

Together, the Fundraising will result in the Company raising total gross proceeds of approximately £7.7 million and issuing 22,664,259 New Ordinary Shares.

The New Ordinary Shares, represent 45 per cent. of the issued ordinary share capital of the Company prior to the Fundraising.

Liberum acted as Nominated Adviser, broker and sole bookrunner in connection with the Placing.

Related Party Transaction

Otus Capital Management is considered to be a related party of the Company for the purposes of the AIM Rules by virtue of its status as a substantial shareholder of the Company.

Otus Capital Management have subscribed for 8,286,337 New Ordinary Shares as part of the Placing.

The Directors, other than Simon Phillips and Scott McKenzie, having consulted with the Company's Nominated Adviser, Liberum, consider that the terms of the participation in the Placing by Otus Capital Management are fair and reasonable insofar as the shareholders of the Company are concerned.

Director Participation

Certain Directors have subscribed, in aggregate, for 295,940 Director Subscription Shares at the Issue Price, with each individual's participation set out below:

Name	Number of Ordinary Shares currently held	Number of Placing Shares subscribed for	Number of Ordinary Shares held following Admission	% of issued share capital held after Admission
Simon Phillips	19,483,702	236,752	19,702,454	26.8
Scott McKenzie	2,185,038	59,188	2,244,758	3.1

Notice of General Meeting

The Circular containing further details of the Fundraising and convening the General Meeting on 11.30 a.m. on 15 May 2023 and containing Form of Proxy for the General Meeting is expected to be despatched to Shareholders on or around 28 April 2023 and will thereafter be available on the Company's website at https://CT-Automotive.net/.

Admission

Application will be made to London Stock Exchange plc for the New Ordinary Shares to be admitted to trading on AIM ("Admission"). It is expected that Admission will become effective and that dealings in the New Ordinary Shares will commence at 8.00 a.m. on 16 May 2023 (being the business day following the General Meeting), subject to the Resolutions being passed at the General Meeting.

The New Ordinary Shares will, when issued, be credited as fully paid and will be issued subject to the Company's articles of association and will rank pari passu in all respects with the existing issued ordinary shares in the capital of the Company.

Capitalised terms used but not defined in this announcement shall have the meaning given to them in the Launch Announcement.

Enquiries:

CT Automotive Group plc	via MHP
Simon Phillips (Executive Chairman) Scott McKenzie (Chief Executive Officer) Anna Brown (Chief Financial Officer Designate)
Liberum Capital Limited - Nominated Adviser and bookrunner	[phone]
Richard Lindley / Benjamin Cryer / Lucas Bamber
Blackdown Partners - Joint Financial Adviser	[phone]
Julian Collett / Tom Fyson
MHP Group - public relations adviser	[phone]
Tim Rowntree / Charlie Baker [e-mail]

The information below set out in accordance with the requirement of the EU Market Abuse Regulation provides further detail.

Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014
1	Details of the person discharging managerial responsibilities/person closely associated
a.	Name	Simon Phillips
2	Reason for notification
a.	Position/Status	Executive Chairman
b.	Initial notification/ Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a.	Name	CT Automotive plc
b.	LEI	213800RP7B4UJ1DDKY67
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a.	Description of the financial instrument, type of instrument Identification Code	Ordinary Shares of 5p each   ISIN: GB00BMHYGR77
b.	Nature of the transaction	Purchase of shares
c.	Price(s) and volume(s)
			Price(s)	Volume(s)
			34p	236,752
d.	Aggregated information - Aggregated Volume - Price	n/a (single transaction)
e.	Date of the transaction	27 April 2023
f.	Place of the transaction	Off market transaction

Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014
1	Details of the person discharging managerial responsibilities/person closely associated
a.	Name	Scott McKenzie
2	Reason for notification
a.	Position/Status	Chief Executive Officer
b.	Initial notification/ Amendment	Initial Notification
3	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a.	Name	CT Automotive plc
b.	LEI	213800RP7B4UJ1DDKY67
4	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a.	Description of the financial instrument, type of instrument Identification Code	Ordinary Shares of 10p each   ISIN: GB00BMHYGR77
b.	Nature of the transaction	Purchase of shares
c.	Price(s) and volume(s)
			Price(s)	Volume(s)
			34p	59,188
d.	Aggregated information - Aggregated Volume - Price	n/a (single transaction)
e.	Date of the transaction	27 April 2023
f.	Place of the transaction	Off market transaction

 

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