Issue of Shares, Transfer of Shares from EBT & TVR

RNS Number : 4005J

TPXimpact Holdings PLC

12 December 2022

 

12 December 2022

T PXimpact Holdings PLC

( "TPX", "T PXimpact ", or the "Company")

Issue of Shares

Transfer of Shares from EBT

and

Total Voting Rights

TPXimpact Holdings PLC (AIM: TPX) , the technology-enabled services company focused on digital transformation, announces that the Company has today issued 283,535 new ordinary shares of 1 penny each ("Ordinary Shares") in respect of outstanding acquisition consideration totalling £232,500 (the "Earnout Shares").

Following the issue of the Earnout Shares, the Company has additional future consideration to pay totalling £531,767 subject to the achievement of the requirement earnout milestones. The maximum number of further Ordinary Shares to be issued in respect of this consideration is 643,558. Further details of the share issues are set out below:

Value of future consideration payable	Minimum share price	Max shares to be issued
£232,500	82p	283,537
£299,267	83.125p	360,021
£531,767		643,558

Timing of payment of acquisition consideration	Value
Within the next 6 months	£531,767
Between 6-12 months	0
After 12 months	0

Partnership Shares and Transfer of Shares from EBT

The SIP Trustees (Cytec Trustees Limited) acquired a total of 19,098 shares (the "Partnership Shares") on 8 December 2022 at a price of £0.62 per Ordinary Share and total aggregate cost of £11,840.76. The Partnership Shares were acquired through market purchases and have been allocated to those Company employees participating in itsShare Incentive Plan (SIP) scheme. As set out at the time of the announcement of TPXimpact's interim results on 30 November 2020, this SIP Plan is designed to reward and incentivise employees of the Company through tax-efficient salary sacrifice and a free matching award of Ordinary Shares on a one-for-one basis. Accordingly, on 8 December 2022, the SIP Trustees also allocated a total of 19,098 matching shares (the "Matching Shares") under the SIP. 9,098 of the Matching Shares have been transferred from the Company's Employee Benefit Trust (EBT) with the remaining 10,000  being comprised of unallocated shares held in the SIP trust.

Admission to trading and total voting rights

An application has been made for the admission of the Earnout Shares to trading on AIM which is expected to take place on or around 16 December 2022.

T he new Ordinary Shares issued and admitted to trading will rank pari passu in all respects with the existing Ordinary Shares.

Therefore, following this issue of the Earnout Shares, TPXimpact Holdings PLC's (AIM: TPX) total issued share capital consists of 91,516,009 ordinary shares of 1 penny each ("Ordinary Shares"). The Company does not hold any Ordinary Shares in treasury. The EBT holds a total of 978,624 Ordinary Shares representing 1.07% of TPX's issued share capital.

Therefore, the total number of voting rights in the Company is 90,537,385   .

The above figure of 90,537,385    may be used by shareholders 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 Company under the FCA's Disclosure and Transparency Rules.

Enquiries:

TPXimpact Holdings Bjorn Conway, CEO Steve Winters, Group CFO Stifel Nicolaus Europe Limited (Nomad and Joint Broker) Alex Price Fred Walsh Ben Burnett	Via Alma PR [phone]
Dowgate Capital Limited (Joint Broker) James Serjeant David Poutney Russell Cook	[phone]
Alma PR (Financial PR) Josh Royston Kieran Breheny Matthew Young	[e-mail] [phone]

About TPXimpact

TPXimpact exists to transform the organisations, services and systems that underpin society and that drive business success. It applies strategic and creative thinking, technology, innovative design and user-centred approaches to bring about numerous improvements which together multiply the impact of change.

The Company works closely with its clients in agile, multidisciplinary teams that span organisational design, technology, and digital experiences. It shares a deep understanding of people and behaviours and a philosophy of putting people and communities at the heart of every transformation.

The business is being increasingly recognised as a leading alternative digital transformation provider to the UK public services sector, with c.65% of its client base representing the public sector and c.35% representing the commercial sector.

More information is available at www.tpximpact.com .

 

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