Issue of Equity
25 June 2013
NOT FOR RELEASE,PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART,DIRECTLY OR INDIRECTLY,IN,INTO,OR FROM UNITED STATES,JAPAN,CANADA,AUSTRALIA,THE REPUBLIC OF SOUTH AFRICA OR THE REPUBLIC OF IRELAND OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A BREACH OF THE RELEVANT SECURITIES LAWS OF SUCH JURISDICTION.
Byotrol plc
("Byotrol" or the "Company")
Placing of 6,048,425 new Ordinary Shares to raise approximately £500,000
Key points:
· Placing of 6,048,425 new Ordinary Shares at 8 pence to raise £483,874 before expenses
· Participation by Directors to support the business
· Proceeds to be used for the delivery of existing supply contracts, in particular to Marks and Spencer
Background to the Placing and use of proceeds
Byotrol, the developer of anti microbial hygiene technologies, today announces that it has conditionally raised £483,874 before expenses, by the placing (the "Placing") for cash by finnCap, acting as agent for the Company, of 6,048,425 new ordinary shares of 0.25 pence each ("Ordinary Shares") (the "Placing Shares") at 8 pence per Placing Share (the "Issue Price").
In the past 18 months the Company has delivered double digit revenue growth in each six month period and a significant improvement in gross margin following a rationalisation of its cost base. This has resulted in a 39% improvement in underlying EBITDA for the year ended 31 March 2013 and a reduction of cash outflow by 30% year on year.
The Company intends to build on this momentum as it delivers on the Marks and Spencer in-store agreement and capitalises on further opportunities appearing in the growing UK food market and in sub-Saharan Africa. These initiatives will be coupled with a re-launch by Rentokil Initial of the UltraProtect range the benefits of which are expected to commence in the current financial year following a slower than expected roll-out. Rentokil Initial has also requested a geographic expansion of its agreement with Byotrol.
Accordingly, the net proceeds of the Placing will be used to deliver on the existing contracts and facilitate further growth thereby achieving the Company's stated aim of sustainable profitability and cash generation.
Directors' Shareholdings
All of the directors of the Company ("Directors") will be subscribing for Ordinary Shares in the Placing. The interests of the Directors following the Placing will be as follows:
|
Director |
Number of Placing Shares subscribed for in the Placing |
Resulting number of Ordinary Shares held after Admission |
Resulting holding as a percentage of the Ordinary Shares in issue immediately after Admission |
|
Ralph Kugler |
63,757 |
1,787,090 |
1.19% |
|
Gary Millar |
16,679 |
467,512 |
0.31% |
|
Duncan Grosvenor |
1,850 |
51,850 |
0.03% |
|
Nicholas Martel |
1,250,000* |
19,693,513** |
13.16% |
|
Till Medinger |
21,187 |
593,854 |
0.40% |
* Includes a non-beneficial subscription for 850,000 Ordinary Shares
**Includes a non-beneficial interest in 17,693,513 Ordinary Shares
Admission
The issue of the Placing Shares is being made from existing authorities granted to the Directors at the latest annual general meeting. Accordingly, the Placing is not subject to shareholder approval.
Application has been made for the Placing Shares to be admitted to trading on AIM ("Admission") and it is expected that such admission and dealings in the Placing Shares will occur on AIM on 1 July 2013. The Placing Shares will rank pari passu with the existing Ordinary Shares currently in issue. Following Admission, there will be 149,628,101 Ordinary Shares in issue.
Commenting on the placing, Gary Millar, Chief Executive of Byotrol, said:
"We are delighted to have received the support of our key investors for this fundraise. This will enable the Company to deliver its products in store to Marks and Spencer and provide further ability to capitalise on near term growth opportunities in the UK food sector and the USA. "
Contacts
|
Byotrol plc |
|
|
Gary Millar - Chief Executive Duncan Grosvenor - Finance Director
finnCap Geoff Nash/Christopher Raggett - Corporate Finance Simon Starr - Corporate Broking
Winningtons Tom Cooper/Paul Vann |
01925 742 000
020 7220 0500
020 3176 4722 0797 122 1972 tom.cooper@winningtons.co.uk |
finnCap Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for the Company in connection with the Placing, and will not be responsible to anyone other than the Company for providing the protections afforded to clients of finnCap Limited or for providing advice in relation to the Placing or any other matter in relation to the contents of this announcement.
This announcement has been issued by Byotrol plc and is the sole responsibility of the Company. This announcement has not been approved by finnCap Limited for the purposes of section 21 of the Financial Services and Markets Act 2000. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by finnCap Limited or by any of its affiliates or agents as to, or in relation to, the accuracy or completeness of this announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefore is expressly disclaimed.
This announcement does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any securities or any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, such securities by any person in any circumstances, and in any jurisdiction, in which such offer or solicitation is unlawful. Accordingly, copies of this announcement are not being and must not be mailed or otherwise distributed or sent in or into or from the United States, Canada, Australia, Japan, the Republic of South Africa or the Republic of Ireland or any other jurisdiction if to do so would constitute a violation of the relevant laws of, or require registration thereof in, such jurisdiction (each a "Restricted Jurisdiction") or to, or for the account or benefit of, any United States, Canadian, Australian, Japanese, South African or Irish person and any person receiving this announcement (including, without limitation, custodians, nominees and trustees) must not distribute or send it in or into or from a Restricted Jurisdiction.
This announcement includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will", or "should" or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include matters that are not historical facts. They appear in a number of places throughout this announcement and include statements regarding the Directors' current intentions, beliefs or expectations concerning, among other things, the Company's results of operations, financial condition, liquidity, prospects, growth, strategies and the Company's markets. By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances. Actual results and developments could differ materially from those expressed or implied by the forward-looking statements. Forward-looking statements may and often do differ materially from actual results. Any forward-looking statements in this announcement are based on certain factors and assumptions, including the Directors' current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Company's operations, results of operations, growth strategy and liquidity. Whilst the Directors consider these assumptions to be reasonable based upon information currently available, they may prove to be incorrect. Save as required by law, regulation or by the AIM Rules for Companies, the Company undertakes no obligation to publicly release the results of any revisions to any forward-looking statements in this announcement that may occur due to any change in the Directors' expectations or to reflect events or circumstances after the date of this announcement.
This information is provided by RNS
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