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Stanley Gibbons Group PLC  -  SGI   

Result of Open Offer

Released 07:00 31-Mar-2016

RNS Number : 6217T
Stanley Gibbons Group PLC
31 March 2016


(the "Company" or the "Group")

Results of Open Offer and EGM

The Stanley Gibbons Group Plc (AIM:SGI) is pleased to report the results of the Open Offer that was announced on 14 March 2016.


·     £13.0 million raised pursuant to the Firm Placing and the Placing and Open Offer following Shareholder approval at the Extraordinary General Meeting.

·     Applications received for 83,039,838 Open Offer Shares, representing a take-up rate of 220.3 per cent. Applications under the Excess Entitlements Facility will therefore be scaled down and all conditionally placed shares will be allocated to applicants under the Open Offer.

·     Proceeds will ensure that the Company has sufficient funds in order to repay debt, to support its rationalisation programme, to complete the integration of previous acquisitions and to provide the additional working capital necessary to allow the Company the financial flexibility to trade efficiently.

·     As set out in the funding update released on 23 February, Clive Whiley has been appointed as a Director of the Group.

Extraordinary General Meeting and Results of Open Offer

As announced on 30 March 2016, all resolutions put to Shareholders at the EGM were duly passed. All conditions to the Fundraising have therefore been satisfied and the Company will therefore allot all of the New Ordinary Shares to those who applied under the Open Offer and to the Firm Placees.

Applications were received under the Open Offer for 29,379,217 New Ordinary Shares by way of Basic Entitlements and for 53,660,621 New Ordinary Shares under the Excess Entitlements Facility. Pursuant to the terms of the Open Offer, all shares applied for under the Basic Entitlements will be issued to the relevant Qualifying Shareholders and 8,317,069 New Ordinary Shares will be issued pursuant to the Excess Application Facility. Applications under the Excess Application Facility will be scaled back pro rata to the number of shares applied for by each Qualifying Shareholder under the facility. As previously announced, 92,300,000 New Ordinary Shares will be issued and allotted pursuant to the Firm Placing.

Directors' interests

As detailed in Part 1 of the Circular, the Directors participating in the Fundraising are subscribing for Firm Placing Shares but have not applied for their Basic or Excess Entitlements in the Open Offer. Following the Fundraising the Directors will have the following interests in Ordinary Shares:


Number of Ordinary Shares held

Percentage of issued share capital

Martin Bralsford



Mike Hall



Donal Duff



Martin Magee



Simon Perrée



Clive Whiley (via Zodiac Executive Pension Scheme)









Application has been made to the London Stock Exchange for the issue of 129,996,286 New Ordinary Shares pursuant to the Fundraising, which rank pari passu with the Company's issued Ordinary Shares, to be admitted to trading on AIM. Application has also been made for the issue of 1,800,000 new ordinary shares in the capital of the Company (the "Evolution Shares") for services rendered by Evolution Securities China, paid as part of their retainer as set out in the Circular. It is expected that admission of the New Ordinary Shares and Evolution Shares to trading on AIM will become effective and that dealings will commence in such shares at 8:00 a.m. on 1 April 2016.

Total Voting Rights

Following the issue of New Ordinary Shares, the Company will have 178,916,643 Ordinary Shares in issue. There are no shares held in treasury. The total voting rights in the Company is therefore 178,916,643 and Shareholders may use this figure as the denominator by which they are required to notify their interest in, or change to their interest in, the Company under the Disclosure and Transparency Rules.

Capitalised terms in this announcement, unless the context requires otherwise, shall have the same definition as in the circular sent to Shareholders on 14 March 2016.


For further information, contact:

The Stanley Gibbons Group plc

Michael Hall, Chief Executive

Donal Duff, Chief Finance Officer


+44 (0)1534 766 711

finnCap Ltd (Nomad & Broker)

Stuart Andrews / Christopher Raggett (corporate finance)

Tim Redfern / Simon Johnson (corporate broking)


+44 (0)20 7220 0500

Tavistock (Financial PR)

+44 (0)20 7920 3150

Lulu Bridges / Niall Walsh


This information is provided by RNS
The company news service from the London Stock Exchange

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Result of Open Offer - RNS