SCIENCE GROUP PLC — Director's Dealing 2020

Sep 30, 2020

National Storage Mechanism | Additional information

RNS Number : 6272A

Science Group PLC

30 September 2020

	30 September 2020

Science Group plc

(the "Company" or "Science Group")

Proposed Director Dealing

Science Group announces that it has been notified by Martyn Ratcliffe, Executive Chairman of the Company of his intention to sell up to 2,000,826 ordinary shares of £0.01 each in the Company ("Sale Shares") at a price of 240 pence per Sale Share (the "Sale").

The Sale Shares represent approximately 4.8% of the Company's issued share capital excluding treasury shares. Assuming all the Sale Shares are sold, Martyn Ratcliffe will, following completion of the Sale, continue to have an interest in approximately 27.25% of the issued share capital (excluding treasury shares) of the Company.

Martyn Ratcliffe has undertaken that he will not dispose of any further ordinary shares for a period of 12 months after completion of the Sale (subject to customary exceptions).

The Company is not a party to the Sale and will not receive any proceeds from the Sale.

Background to the Transaction

In January 2019, at the conclusion of the strategic review, the Board of Science Group highlighted that while "the Company benefits from a supportive shareholder base, the lack of liquidity creates a market inefficiency which may impact the valuation of the Group."

Since 2010, the largest shareholder in the Company has been the Executive Chairman, Martyn Ratcliffe, following his investment in March of that year and the subsequent placing in May 2010. Mr Ratcliffe's current shareholding is 13,412,906 shares equivalent to 32.03% of the issued share capital excluding treasury shares. Due to the scale of Mr Ratcliffe's shareholding, each year shareholders and the Takeover Panel must also approve a waiver of Rule 9 of the Takeover Code in order that the Company can undertake share buy-backs.

Mr Ratcliffe has now agreed to reduce his shareholding in order to broaden the shareholder base and reduce shareholder concentration through the Sale. Following this transaction, Mr Ratcliffe will remain the Group's largest shareholder.

End

Science Group plc
Sarah Cole, Company Secretary	Tel: +44 (0) 1223 875 200
	www.sciencegroup.com
Stifel Nicolaus Europe Limited (Nominated Adviser and Joint Broker)
Nick Adams, Alex Price	Tel: +44 (0) 20 7710 7600
Liberum Capital Limited (Joint Broker)
Neil Patel, Cameron Duncan	Tel: +44 (0) 20 3100 2000
MHP Communications (PR Advisor to Science Group)
Reg Hoare, James Bavister, Pete Lambie	Tel: +44 (0) 20 3128 8100
	sciencegroup@mhpc.com

Note: This announcement contains inside information which is disclosed in accordance with the Market Abuse Regulation (No 596/2014).  The person responsible for this announcement is Sarah Cole, Company Secretary.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.

END

DSHKKKBDBBKDCCN