8 March 2019
WideCells Group PLC ("WideCells" or the "Company")
WideCells Group PLC, announces that, following the issuance of the Prospectus on 22 February 2019, and pursuant to the financing agreement entered into by the Company and the European High Growth Opportunities Securitization Fund (the "Investor") (see RNS dated 6 November 2018), pursuant to which the Company issued bonds ("Convertible Bonds") convertible into ordinary shares of £0.0025 each in the Company ("Ordinary Shares") to the Investor, the Company has today received a further notice of exercise from the Investor in respect of the exercise by the Investor of its conversion rights under the Convertible Bonds for the principal amount of £80,000, together with a penalty payment of £120,000, resulting in the issue to the Investor of 80,000,000 new Ordinary Shares ("Conversion Shares").
The Company has agreed, subject only to Admission (as defined below), to issue the Conversion Shares and accordingly application will be made for the Conversion Shares to be listed on the Standard segment of the Official List of the UK Listing Authority and to trading on the Main Market for listed securities of the London Stock Exchange plc ("Admission").
Admission is expected to take place on 12 March 2019. The Conversion Shares will rank pari passu in all respects with all existing Ordinary Shares.
Following Admission of the Conversion Shares, the Company's enlarged issued share capital will compromise 291,352,698 Ordinary Shares with voting rights. The Company does not hold any shares in treasury. The figure of 291,352,698 Ordinary Shares may 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 Disclosure Guidance and Transparency Rules of the Financial Conduct Authority.
Further to the announcement made by the Company on 6 March 2019, concerning the drawdown notice issued by the Company and the issue of Convertible Bonds, the Company wishes to correct the announcement as follows:
The Company issued a further drawdown notice under the financing agreement to the Investor for the aggregate sum of up to £1,465,000, for which the Company shall issue Convertible Bonds to the Investor on the following basis:
I. £1,000,000 to be subscribed for and paid to the Company immediately;
II. £265,000 to be subscribed for and paid to the Company on 6 June 2019; and
III. thereafter, following the 6 June 2019, one further tranche of £200,000 to be subscribed for and paid to the Company on the date which is 40 days after the 6 June 2019 (or the next business day).
Market Abuse Regulation (MAR) Disclosure - certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.
For further information, please visit the Company's website www.widecellsgroup.com or contact:
Shard Capital Partners LLP
Broker - Damon Heath & Erik Woolgar
Tel: +44 (0) 20 7186 9950
St Brides Partners Limited
PR - Melissa Hancock & Isabel de Salis
Tel: +44 (0) 20 7236 1177
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