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For immediate release
12 November 2024
Thruvision Group plc
Subscription to raise £1.375
million
Thruvision Group plc (AIM: THRU), the leading
provider of walk-through security technology (the "Company" or, together with its
subsidiary undertakings, the "Group"), is pleased to announce that
it has raised a total of £1,375,000 before expenses through direct
subscriptions from existing shareholders of the Company of, in
aggregate, 12,499,998 new ordinary shares of one penny each in the
share capital of the Company ("Ordinary Shares") (the "Subscription Shares"), at a price of
11 pence per Subscription Share (the "Subscription Price") (the "Subscriptions").
The net funds received by the Company from the
Subscriptions will be used by the Group to strengthen the balance
sheet and provide additional working capital.
The Subscription Price represents an
approximately 29 per cent. premium to the closing mid-market price
of an Ordinary Share of 8.5 pence on 11 November 2024, being the
trading day prior to this announcement.
Related party
transactions
Schroder Investment Management Limited
("Schroders") and Pentland
Capital Limited ("Pentland"
and, together with Schroder, the "Substantial Shareholders"), each a
substantial shareholder (as defined in the AIM Rules for Companies
(the "AIM Rules")) of the
Company, have conditionally subscribed for 2,272,727 and 6,818,181
Subscription Shares, respectively, at the Subscription
Price.
The participation of the Substantial
Shareholders in the Subscriptions each constitute related party
transactions under rule 13 of the AIM Rules.
Accordingly, the directors of the Company (the
"Directors" or the
"Board"), having consulted
with Investec Bank plc, acting in its capacity as the Company's
nominated adviser, confirm that they consider the terms of the
participation of the Substantial Shareholders in the Subscriptions
to be fair and reasonable insofar as the Company's shareholders are
concerned.
Following the Subscriptions, Schroders will be
interested in 29,135,266 Ordinary Shares, representing
approximately 16.8 per cent. of the Company's share capital, as
enlarged by the Subscriptions (the "Enlarged Share Capital") and Pentland
will be interested in 23,828,378 Ordinary Shares, representing
approximately 13.7 per cent. of the Enlarged Share
Capital.
Details of the
Subscriptions
The Subscriptions have been conducted using the
Directors' existing authorities to issue new Ordinary Shares.
Application has been made for admission of the 12,499,998
Subscription Shares to trading on the AIM market of the London
Stock Exchange ("AIM")
("Admission"). It is
anticipated that Admission will take place on or around 8.00 a.m.
on 13 November 2024. The Subscription Shares will rank pari passu with the existing issued
Ordinary Shares, which are admitted to trading on AIM.
The Subscription Shares will represent
approximately 7.8 per cent. of the Company's existing share capital
and 7.2 per cent. of the Company's Enlarged Share
Capital.
The Subscription Shares have been placed with
certain existing investors at a premium to the share price. The
Board values the Company's retail shareholders, but due to the size
of the Subscriptions and the cost of undertaking a retail offer,
the Board determined that it was not in the Company's interest to
make the Subscriptions available to all existing shareholders.
However, this will be kept under review should the Company seek to
raise further funds in the future.
Following Admission, the Company will have a
total of 173,559,010 Ordinary Shares in issue. With effect
from Admission, this figure 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 Disclosure Guidance and
Transparency Rules of the Financial Conduct Authority.
The person responsible for arranging the
release of this announcement on behalf of the Company is Hannah
Platt, the Company Secretary of the Company.
Enquiries:
|
Thruvision
Group plc
|
+44 (0)1235 425400
|
|
Tom Black (Executive
Chair)
Victoria Balchin (Chief Financial Officer)
|
|
|
Investec Bank
plc - Nominated Adviser
|
+44 (0)20 7597 5970
|
|
Patrick Robb/James Rudd
|
|
About
Thruvision (www.thruvision.com)
Thruvision is the leading developer,
manufacturer and supplier of walk-through security technology. Its
technology is deployed in more than 20 countries around the world
by government and commercial organisations in a wide range of
security situations, where large numbers of people need to be
screened quickly, safely and efficiently. Thruvision's patented
technology is uniquely capable of detecting concealed objects in
real time using an advanced AI-based detection algorithm. The Group
has offices and manufacturing capability in the UK and
US.