SORTED GROUP HOLDINGS PLC — Share Issue/Capital Change 2020

Oct 30, 2020

National Storage Mechanism | Additional information

RNS Number : 6769D

Location Sciences Group PLC

30 October 2020

30 October 2020

Location Sciences Group PLC

("Location Sciences" or the "Company")

Issue of shares to directors in lieu of fees and

change to Total Voting Rights

Location Sciences Group PLC, (AIM: LSAI), the leading location verification company, announces the issue of a total of 16,969,098 new ordinary shares of 0.1p each in the Company ("New Ordinary Shares") to a number of directors as payment for fees owed for certain periods since 1 February 2020 totalling £81,451.67 further details of which are set out below. The New Ordinary Shares are being issued at a price of 0.48p per share, a 6.7 per cent. premium to the closing mid-market share price on 29 October 2020.

As previously announced, following the onset of Covid-19, the Board took swift cost reduction measures to mitigate the impact of the downturn in revenues. These included reductions in cash fees payable to certain non-executive directors for the period from 1 February 2020 until the end of December 2020 totalling approximately £35,789.  These directors have now agreed to take payment of these cash fees via the issue of 7,456,202 New Ordinary Shares.  In addition, the appointment terms of certain non-executive directors include the ability for the Company to issue ordinary shares to these directors for their services in lieu of cash fees payable.  The Company has therefore decided to pay these non-executive directors via the issue of 9,512,896 New Ordinary Shares for the period from 1 May 2020 until the end of December 2020 with a value as at the date of issue of approximately £45,661.

Given the current highly uncertain economic climate and the Company's limited cash resources, settling these accrued director fees in ordinary shares is considered appropriate and in the interests of the Company and its shareholders.

The New Ordinary Shares being issued to the directors of the Company and their resulting interests in the Company's ordinary shares are set out below:  

Director	Role	No. of New Ordinary Shares issued	Interest in Ordinary Shares upon Admission	Percentage of issued share capital upon Admission
Kelvin Harrison	Non-executive Chairman	2,343,750	3,010,416	0.51%
Benjamin Chilcott	Non-executive director	2,291,667	2,291,667	0.39%
Niall Hogan	Non-executive director	5,000,000	6,263,158	1.07%
Donnie Williams	Non-executive director	7,333,681	8,277,078	1.41%

Application will be made for the New Ordinary Shares to be admitted to trading on AIM and it is expected that admission will take place on or around 4 November 2020 ("Admission"). The New Ordinary Shares will represent approximately 2.89% of the Company's issued ordinary share capital following their issue and will rank pari passu in all respects with the Company's existing ordinary shares.

Total Voting Rights

Upon Admission, the issued share capital of the Company will consist of 587,337,398 ordinary shares of 0.1p each. The Company does not hold any shares in treasury. Therefore, the total number of voting rights in the Company from Admission will be 587,337,398.  This figure may be used by shareholders as the denominator for the calculations by which they determine if they are required to notify their interest in or a change to their interest in the Company under the FCA's Disclosure Guidance and Transparency Rules.

Further details and the information required in accordance with the requirements of Article 19(3) of the EU Market Abuse Regulation No 596/2014 are set out at the end of this announcement.

For further information please contact:

Location Sciences Group PLC	via Milk & Honey PR
Mark Slade, Chief Executive Officer
David Rae, CFO and Commercial Director
Allenby Capital (Nominated Adviser)	Tel: +44 (0)20 3328 5656
David Hart James Hornigold
Peterhouse Capital (Broker) Charles Goodfellow Eran Zucker	Tel: +44 (0) 20 7220 9791
Milk & Honey PR	Tel: +44 (0)20 3637 7310
Kirsty Leighton
Jessica Ballinger

About Location Sciences Group PLC:

Location Sciences is the pre-eminent global location verification provider to the $160 billion digital advertising industry. Working in partnership with brands, media agencies and suppliers to reduce ad-wastage and improve the effectiveness of location-based advertising campaigns.

The digital advertising market-place remains unregulated and un-monitored, with an estimated $19 billion wasted on ad-fraud in 2018. Location Sciences has developed Verify, the world's first independent location verification product. Utilising sophisticated machine learning and pattern recognition technologies, Verify detects location ad-fraud and shines a light on location data inaccuracy with the aim of bringing back integrity, transparency and trust to the market place.

Rule 26 website:                 www.locationsciencesgroup.ai

Verify website:                     www.locationsciences.ai

LinkedIn:                             https://www.linkedin.com/company/locationsciences

Twitter:                                @LocationSci

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

PDMRs:

Kelvin Harrison	Non-executive Chairman
Benjamin Chilcott	Non-executive director
Niall Hogan	Non-executive director
Donnie Williams	Non-executive director

2

Reason for the notification

a)

Position/status

See 1a) above

b)

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Location Sciences Group PLC

b)

LEI

213800MKYV25HW2IAX70

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

Identification code

ordinary shares of 0.1p 

GB00BGT36S19

b)

Nature of the transaction

Issue of ordinary shares in consideration of payment of fees

c)

Price(s) and volume(s)

Price: 0.48p

Volumes:

Kelvin Harrison	2,343,750
Benjamin Chilcott	2,291,667
Niall Hogan	5,000,000
Donnie Williams	7,333,681

d)

Aggregated information

- Aggregated volume

- Price

n/a

e)

Date of the transaction

30 October 2020

f)

Place of the transaction

Outside of a trading venue

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