DJ Result of GM, Exercise of Broker Option & Director dealing
OTAQ Plc (OTAQ)
Result of GM, Exercise of Broker Option & Director dealing
12-Jul-2024 / 11:08 GMT/BST
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NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED
STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA, RUSSIA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BREACH ANY
APPLICABLE LAW OR REGULATION.
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), AS AMENDED BY REGULATION 11 OF THE MARKET
ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019/310.
12 July 2024
OTAQ plc
("OTAQ" or the "Company"}
Result of General Meeting
Exercise of Broker Option
Director's dealing disclosure
OTAQ (OTAQ.AQ), a highly innovative technology company targeting the aquaculture and offshore markets, announces that
at the General Meeting held earlier today all the resolutions put to the meeting were duly approved by Shareholders.
Resolution 1 was put to the meeting by way of a poll and was duly approved by those Shareholders eligible to vote.
% of issued share Votes withheld by
Resolution % of Votes % of Total votes capital voted by Independent
(*indicates special resolution) Votes for shares against shares (including Independent Shareholders
voted voted withheld) Shareholders eligible eligible
to vote to vote
Resolution 1:
Rule 9 Waiver as set out in the 43,162,335 100.0% - 0.0% 43,163,623 60.6% 1,288
Circular to shareholders dated
26 June 2024
Resolution 2:
93,418,344 100.0% - 0.0%
To the Convertible Loan Notes
Resolution 3*:
To disapply statutory 93,418,344 100.0% - 0.0%
pre-emption rights in respect of
the issue of the Convertible
Loan Notes
Notes: 1. The full text of the Rule 9 Waiver Resolution is set out in the Notice of the General Meeting, which canbe found at Part III of the Circular. 2. Any proxy appointments which gave discretion to the Chairman have been included in the 'for' total. 3. A 'Vote withheld' is not counted towards the votes 'for' or 'against' the Rule 9 Waiver Resolution. 4. The total number of Ordinary Shares in issue on 10 July 2024 was 128,405,917. 5. Total Ordinary Shares held by the Independent Shareholders on 10 July 2024 was 71,264,839. 6. Total Ordinary Shares held by the Enlarged Concert Party on 10 July 2024 was 57,141,078. 7. In accordance with the terms of the waiver of Rule 9 of the Takeover Code granted by the Takeover Panel,only Independent Shareholders were permitted to vote on Resolution 1 (the Rule 9 Waiver Resolution).
Exercise of Broker Option
The Company is pleased to confirm that, in accordance with the terms of the Placing Agreement, following the passing of the Resolutions, the Company will now issue GBP1.7 million Placing Convertible Loan Notes. In addition, Dowgate Capital has exercised the Broker Option in respect of a further GBP90,000 Broker Option Convertible Loan Notes. As a result, a total of GBP1.79 million Convertible Loan Notes will be issued today (the Initial Closing Date of the Fundraise).
The net proceeds of the Convertible Loan Note issue will be used to repay in full the CBILS Loan, for further product development and for general working capital purposes.
Justine Dowds, Chief financial Officer, is participating in the Fundraise by subscribing for GBP15,000 Convertible Loan Notes through the Broker Option.
Capitalised terms used in this announcement shall, unless defined in this announcement or unless the context provides otherwise, bear the same meaning ascribed to such terms in the Circular to Shareholders dated 26 June 2024.
Contacts:
OTAQ PLC 01524 748010 Adam Reynolds, Non-Executive Chairman Phil Newby, Chief Executive Officer Justine Dowds, Chief Financial Officer Dowgate Capital Limited (AQSE Corporate Advisor & Broker) 020 3903 7715 David Poutney / James Serjeant Russell Cook / Nicholas Chambers Guild Financial Advisory Limited (Independent Financial Adviser) david.floyd@guildfin.co.uk David Floyd Walbrook PR Limited 020 7933 8780 or Otaq@walbrookpr.com Tom Cooper / Nick Rome 0797 122 1972 or 07748 325 236
About OTAQ
OTAQ is a highly innovative technology company targeting the aquaculture and offshore markets. It already has a number of established products in its portfolio and is focused on further developing its presence, customer base and cross selling opportunities within core markets both organically and via acquisition.
OTAQ's aquaculture products, which include a sonar device (developed for Minnowtech LLC) to scan shrimp in ponds and water quality monitoring, are focused on maximising welfare and production yields. Additionally, the Company is developing a potentially game changing live plankton analysis product for finfish and shellfish farmers. It also continues to target opportunities in the acoustic deterrent devices market via its Sealfence product, which is used by salmon farmers, with global opportunities in Chile, Australia, Canada and Norway.
OTAQ's offshore product range includes OceanSense subsea leak detection, Eagle IP camera systems, Lander seabed survey devices and Subsea electrical connectors and penetrators. It is targeting a number of growth opportunities in new territories and has a strong client base including Expro, Amphenol and National Oilwell Varco. The Company is also focused on the development of new products through this division, with the aim of increased cross-deployment of skills and technologies into the aquaculture arena.
The Company is also developing high accuracy location trackers for specialist applications. Having already added clients within safety and multiple participant sport/racing applications, the Company is investigating wider market potential - including opportunities in the seafood industry.
The Company makes this announcement, including the notification(s) below, in accordance with the requirements of the EU Market Abuse Regulation.
1 Details of the person discharging managerial responsibilities / person closely associated
Name
a) Justine Dowds
2 Reason for the notification
a) Position/status Chief Financial Officer and PDMR
b) Initial notification /Amendment
Initial Notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction
monitor
a) Name
OTAQ plc
b) LEI
213800CZGMYB5XTUXJ52
4 Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of
transaction; (iii) each date; and (iv) each place where transactions have been conducted
Ordinary shares of 1 penny each
Description of the financial instrument,
type of instrument
a)
Identification code
ISIN: GB00BK6JQ137
Nature of the transaction
b)
Participation in subscription for Convertible Loan Note
Price: based upon a conversion price of 3.0 pence per Ordinary
Shares
c) Price(s) and volume(s)
Volume (principle value of Convertible Loan Notes): GBP15,000
of Convertible Loan Notes
Aggregated information
d)
N/A
e) Date of the transaction
12 July 2024
f) Place of the transaction
Outside a trading venue
----------------------------------------------------------------------------------------------------------------------- Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement.
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ISIN: GB00BK6JQ137 Category Code: ROM TIDM: OTAQ LEI Code: 213800CZGMYB5XTUXJ52 Sequence No.: 333913 EQS News ID: 1945399 End of Announcement EQS News Service =------------------------------------------------------------------------------------
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(END) Dow Jones Newswires
July 12, 2024 06:08 ET (10:08 GMT)
