AIM Rule 26

The following information is disclosed in accordance with Rule 26 of the AIM Rules for Companies.

  • A description of the Business - Change of Name
  • Following shareholders' approval at the General Meeting, the change in the Company's name to U.K. SPAC plc will become effective upon the issuance of a Certificate of Change of Name from the Registrar of Companies. Application will also be made for a change of TIDM once the Company is in receipt of the Certificate of Change of Name and a further notification will be made in due course.
  • Fundamental Disposal and AIM Rule 15 Cash Shell
  • The disposal of MBG and Connaught will constitute a fundamental change of business of the Company pursuant to Rule 15 of the AIM Rules.  Accordingly, upon Completion, the Company will be designated as a Cash Shell pursuant to AIM Rule 15. As such, the Company must make an acquisition or acquisitions which constitute a reverse takeover under Rule 14 of the AIM Rules or be re-admitted to trading on AIM as an investing company under the AIM Rules (which requires the raising of at least £6 million) within six months failing which trading in the Company's ordinary shares on AIM will be suspended pursuant to Rule 40 of the AIM Rules. Admission to trading on AIM would be cancelled six months from the date of suspension, should the reason for the suspension not have been rectified. Proceeds from the Placing will be used to enable the board to search for appropriate acquisition opportunities and provide the Company with general working capital.
  • As part of the terms of appointment for the directors, the Company intends to grant options to the directors upon or shortly after Completion and subsequent appointment of the new directors.
  • The Company expects Completion to occur on or around 3 March 2021 and a further announcement will be made in respect of Completion.
  • Total Voting Rights
  • Following Admission, the Company's issued share capital will comprise 1,852,219,137 ordinary shares with voting rights. The Company does not hold any ordinary shares in treasury. The figure of 1,852,219,137 ordinary shares may therefore be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
  • This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014 (which forms part of domestic UK law pursuant to the European Union (Withdrawal) Act 2018).

This AIM 26 Page was last updated 3rd March 2021.

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