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CHAPEL DOWN GROUP PLC Share Issue/Capital Change 2021
7558_rns_2021-07-16_3dd90fb7-8ef2-4ffa-be61-e1cebcc455d3.html
Share Issue/Capital Change
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National Storage Mechanism | Additional information
Completion of Fundraising of £6.876 Million
**Chapel Down Group plc
(“Chapel Down” or the “Company” or the “Group”)
EPIC: CDGP**
Completion of Fundraising of £6.876 million
Chapel Down, the market leader in English wines, is pleased to announce the completion of the fundraising (the “Fundraising”) announced on 4 June 2021. The £6.876 million was secured in just 33 days with over 4,000 investors subscribing for a total of 11,555,972 new ordinary shares of £0.05p each in the Company (“Ordinary Shares”) at a price of 59.5 pence per Ordinary Share (the “Issue Price”).
The Fundraising consisted of:
- a placing of 2,395,792 new Ordinary Shares (the “Placing Shares”) at the Issue Price to raise gross proceeds of £1.426 million from Directors of the Company and IPGL Limited, the family office of Michael Spencer, a substantial shareholder in the Company (the “Placing”); and
- an equity crowdfunding of 9,160,180 new Ordinary Shares at the Issue Price to raise £5.450 million (“Crowdfunding Campaign”).
Frazer Thompson, CEO said:
“We are thrilled to have hit the maximum Fundraising target so quickly. We are truly humbled that so many more investors have decided to join us on our journey to change the way the world thinks about English wine forever. More people than ever are aware of the extraordinary potential of English wines. Twenty years ago people thought we were mad. No longer!
This is the genesis of a new wine region - something special.”
Admission and Total Voting Rights
Application has been made to the Aquis Stock Exchange ("AQSE") for Admission of 11,555,972 new Ordinary Shares. It is expected that the new Ordinary Shares will be admitted to trading on AQSE at 8.00 a.m. on or around 21 July 2021 (“Admission”). The new Ordinary Shares rank pari passu with the Company’s existing Ordinary Shares.
Following Admission, the Company will have 157,355,304 Ordinary Shares in issue with each share carrying the right to one vote. 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 FCA's Disclosure and Transparency Rules.
Directors’ Participation in the Fundraising
Certain of the Company's Directors have agreed to subscribe for new Ordinary Shares at the Issue Price (the "Participating Directors") totalling approximately £538,997. The number of Ordinary Shares subscribed for by each of the Participating Directors pursuant to the Fundraising, and their resulting shareholdings on Admission, are set out below:
| As at the date of this announcement | Immediately following Admission | |||||
| Director | Role | Ordinary Shares held |
Percentage of existing share capital held |
New Ordinary Shares subscribed for in the Fundraising |
Ordinary Shares held |
Percentage of enlarged share capital held |
| Martin Glenn | Non-Executive Chairman | 266,666 | 0.18% | 16,806 | 283,472 | 0.18% |
| Jamie Brooke | Non-Executive Director | 0 | 0.00% | 16,806 | 16,806 | 0.01% |
| Frazer Thompson | Chief Executive Officer | 2,222,867 | 1.52% | 16,806 | 2,239,673 | 1.42% |
| Richard Woodhouse | Chief Financial Officer | 929,951 | 0.64% | 3,362 | 933,313 | 0.59% |
| Mark Harvey | Chief Commercial Officer | 15,971 | 0.01% | 3,362 | 19,333 | 0.01% |
| Nigel Wray* | Non-Executive Director | 22,875,668 | 15.69% | 756,302 | 23,631,970 | 15.02% |
| Stewart Gilliland | Non-Executive Director | 258,875 | 0.18% | 42,016 | 300,891 | 0.19% |
| Samantha Wren** | Non-Executive Director | 0 | 0.00% | 33,612 | 33,612 | 0.02% |
| Selina Emeny | Non-Executive Director | 0 | 0.00% | 16,806 | 16,806 | 0.01% |
*Of the above totals 20,439,269 Ordinary shares as at date of this announcement and 21,195,571 Ordinary Shares immediately following admission are held by family trusts in which Nigel Wray has a non-beneficial interest. The balance of Ordinary Shares represents Nigel Wray’s beneficial holding.
** Samantha Wren is CEO of IPGL Limited
Related Party Transactions
- The participation of each of the Participating Directors in the Fundraising constitute related party transactions for the purposes of Rule 4.6 of the AQSE Growth Market Apex Rulebook ("AQSE Rules").
- IPGL Limited, the family office of Michael Spencer, subscribed for 1,489,914 new Ordinary Shares in the Placing, equating to £886,499 at the Issue Price. As a substantial shareholder in the Company, the participation of IPGL Limited in the Fundraising constitutes a related party transaction for the purposes of Rule 4.6 of the AQSE Rules.
- ENDS -
Contact
| Chapel Down Group plc | 01580 763 033 | |||
| Frazer Thompson | Chief Executive | |||
| Richard Woodhouse | Finance Director | |||
| finnCap Ltd | 020 7220 0500 | |||
| Simon Hicks | Corporate Finance | |||
| Tim Redfern | ECM |
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the company's obligations under Article 17 of MAR.
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.
| 1. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Frazer Thompson |
| 2. | Reason for the Notification | |
| a) | Position/status | Chief Executive |
| b) | Initial notification/Amendment | Initial notification |
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Chapel Down Group plc |
| b) | LEI | 213800BAUCZ4OXC97W72 |
| 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 | |
| a) | Description of the Financial instrument, type of instrument | Ordinary Shares of 5 pence each |
| Identification code | GB0032706284 | |
| b) | Nature of the transaction | Subscription for Ordinary Shares |
| c) | Price(s) and volume(s) | Volume | Price |
| 16,806 | 59.5p |
| d) | Aggregated information: - Aggregated volume - Price |
See 4(c) above |
| e) | Date of the transaction | 21 July 2021 |
| f) | Place of the transaction | Aquis Exchange |
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.
| 5. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Martin Glenn |
| 6. | Reason for the Notification | |
| a) | Position/status | Non-Executive Chairman |
| b) | Initial notification/Amendment | Initial notification |
| 7. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Chapel Down Group plc |
| b) | LEI | 213800BAUCZ4OXC97W72 |
| 8. | 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 | |
| a) | Description of the Financial instrument, type of instrument | Ordinary Shares of 5 pence each |
| Identification code | GB0032706284 | |
| b) | Nature of the transaction | Subscription for Ordinary Shares |
| c) | Price(s) and volume(s) | Volume | Price |
| 16,806 | 59.5p |
| d) | Aggregated information: - Aggregated volume - Price |
See 4(c) above |
| e) | Date of the transaction | 21 July 2021 |
| f) | Place of the transaction | Aquis Exchange |
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.
| 9. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | James Brooke |
| 10. | Reason for the Notification | |
| a) | Position/status | Non-Executive Director |
| b) | Initial notification/Amendment | Initial notification |
| 11. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Chapel Down Group plc |
| b) | LEI | 213800BAUCZ4OXC97W72 |
| 12. | 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 | |
| a) | Description of the Financial instrument, type of instrument | Ordinary Shares of 5 pence each |
| Identification code | GB0032706284 | |
| b) | Nature of the transaction | Subscription for Ordinary Shares |
| c) | Price(s) and volume(s) | Volume | Price |
| 16,806 | 59.5p |
| d) | Aggregated information: - Aggregated volume - Price |
See 4(c) above |
| e) | Date of the transaction | 21 July 2021 |
| f) | Place of the transaction | Aquis Exchange |
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.
| 13. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Mark Harvey |
| 14. | Reason for the Notification | |
| a) | Position/status | Chief Commercial Officer |
| b) | Initial notification/Amendment | Initial notification |
| 15. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Chapel Down Group plc |
| b) | LEI | 213800BAUCZ4OXC97W72 |
| 16. | 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 | |
| a) | Description of the Financial instrument, type of instrument | Ordinary Shares of 5 pence each |
| Identification code | GB0032706284 | |
| b) | Nature of the transaction | Subscription for Ordinary Shares |
| c) | Price(s) and volume(s) | Volume | Price |
| 3,362 | 59.5p |
| d) | Aggregated information: - Aggregated volume - Price |
See 4(c) above |
| e) | Date of the transaction | 21 July 2021 |
| f) | Place of the transaction | Aquis Exchange |
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.
| 17. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Stewart Gilliand |
| 18. | Reason for the Notification | |
| a) | Position/status | Non-Executive Director |
| b) | Initial notification/Amendment | Initial notification |
| 19. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Chapel Down Group plc |
| b) | LEI | 213800BAUCZ4OXC97W72 |
| 20. | 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 | |
| a) | Description of the Financial instrument, type of instrument | Ordinary Shares of 5 pence each |
| Identification code | GB0032706284 | |
| b) | Nature of the transaction | Subscription for Ordinary Shares |
| c) | Price(s) and volume(s) | Volume | Price |
| 42,016 | 59.5p |
| d) | Aggregated information: - Aggregated volume - Price |
See 4(c) above |
| e) | Date of the transaction | 21 July 2021 |
| f) | Place of the transaction | Aquis Exchange |
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.
| 21. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Samantha Wren |
| 22. | Reason for the Notification | |
| a) | Position/status | Non-Executive Director |
| b) | Initial notification/Amendment | Initial notification |
| 23. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Chapel Down Group plc |
| b) | LEI | 213800BAUCZ4OXC97W72 |
| 24. | 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 | |
| a) | Description of the Financial instrument, type of instrument | Ordinary Shares of 5 pence each |
| Identification code | GB0032706284 | |
| b) | Nature of the transaction | Subscription for Ordinary Shares |
| c) | Price(s) and volume(s) | Volume | Price |
| 33,612 | 59.5p |
| d) | Aggregated information: - Aggregated volume - Price |
See 4(c) above |
| e) | Date of the transaction | 21 July 2021 |
| f) | Place of the transaction | Aquis Exchange |
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.
| 25. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Selina Emeny |
| 26. | Reason for the Notification | |
| a) | Position/status | Chief Executive |
| b) | Initial notification/Amendment | Initial notification |
| 27. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Chapel Down Group plc |
| b) | LEI | 213800BAUCZ4OXC97W72 |
| 28. | 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 | |
| a) | Description of the Financial instrument, type of instrument | Ordinary Shares of 5 pence each |
| Identification code | GB0032706284 | |
| b) | Nature of the transaction | Subscription for Ordinary Shares |
| c) | Price(s) and volume(s) | Volume | Price |
| 16,806 | 59.5p |
| d) | Aggregated information: - Aggregated volume - Price |
See 4(c) above |
| e) | Date of the transaction | 21 July 2021 |
| f) | Place of the transaction | Aquis Exchange |
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.
| 29. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | RBC Trustees (Jersey) Limited PO608 |
| 30. | Reason for the Notification | |
| a) | Position/status | PCA of Nigel Wray, Non-Executive Director |
| b) | Initial notification/Amendment | Initial notification |
| 31. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Chapel Down Group plc |
| b) | LEI | 213800BAUCZ4OXC97W72 |
| 32. | 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 | |
| a) | Description of the Financial instrument, type of instrument | Ordinary Shares of 5 pence each |
| Identification code | GB0032706284 | |
| b) | Nature of the transaction | Subscription for Ordinary Shares |
| c) | Price(s) and volume(s) | Volume | Price |
| 756,302 | 59.5p |
| d) | Aggregated information: - Aggregated volume - Price |
See 4(c) above |
| e) | Date of the transaction | 21 July 2021 |
| f) | Place of the transaction | Aquis Exchange |
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them.
| 33. | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | IPGL Limited |
| 34. | Reason for the Notification | |
| a) | Position/status | PCA of Samantha Wren, Non-Executive Director |
| b) | Initial notification/Amendment | Initial notification |
| 35. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name | Chapel Down Group plc |
| b) | LEI | 213800BAUCZ4OXC97W72 |
| 36. | 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 | |
| a) | Description of the Financial instrument, type of instrument | Ordinary Shares of 5 pence each |
| Identification code | GB0032706284 | |
| b) | Nature of the transaction | Subscription for Ordinary Shares |
| c) | Price(s) and volume(s) | Volume | Price |
| 1,489,914 | 59.5p |
| d) | Aggregated information: - Aggregated volume - Price |
See 4(c) above |
| e) | Date of the transaction | 21 July 2021 |
| f) | Place of the transaction | Aquis Exchange |
View source version on businesswire.com: https://www.businesswire.com/news/home/20210715006107/en/
Chapel Down Group plc