Tekcapital plc Acquisition and Total Voting Rights (5652W)
28 Avril 2016 - 8:00AM
UK Regulatory
TIDMTEK
RNS Number : 5652W
Tekcapital plc
28 April 2016
Tekcapital plc
("Tekcapital" or the "Company")
Acquisition of Vortechs Group Inc. Assets and Total Voting
Rights Update
Expansion of Service Offerings to Include Technology Transfer
Placement Services
Tekcapital plc (AIM: TEK), an international provider of
technology and intellectual property services, is pleased to
announce the acquisition of the certain assets and the business of
Vortechs Group Inc. ("Vortechs Group"), a leading technology
transfer executive search firm.
Founded in 1998 by Glen Gardner, Vortechs Group is a specialised
executive search firm for organisations seeking technology transfer
professionals. The Directors believe that this acquisition will
expand Tekcapital's services and enable the Company to provide
technology transfer professionals, in addition to the technology
transfer and related analytics services that it currently delivers
to its university and corporate clients. The Directors also believe
that the acquisition will provide Tekcapital with access to an
enlarged network of key contacts within the technology transfer
sector.
Under the terms of the acquisition, it is intended that current
associates and management of Vortechs Group will remain in place as
employees of Vortechs Group and will continue to manage and operate
Vortechs Group's business activities as a division of
Tekcapital.
Vortechs Group's unaudited management accounts for the year
ended 31 December 2015 recorded revenues of approximately $351,000
and a pre-tax loss of approximately $3,000 and at 31 December 2015
had net assets of approximately $42,000.
Tekcapital has issued 577,868 new ordinary shares of 0.4 pence
(the "Consideration Shares") to Vortechs Group at an issue price of
47.5p per share and paid $100,000 cash as consideration for this
acquisition. The Consideration Shares will rank pari passu with the
Company's existing issued ordinary shares. Application will be made
for the admission of the Consideration Shares to trading on AIM
("Admission") and it is expected that Admission will become
effective on or around 4 May 2016. Vortechs will be subject to
certain restrictions in respect of the disposal of the majority of
the Consideration Shares.
The acquisition has been structured so that Tekcapital acquires
the intellectual capital assets of Vortechs Group, such as, inter
alia, websites, software, intellectual property and related sales
and marketing information, goodwill, client lists, client
contracts, receivables earned following completion and certain
other assets of the business. Tekcapital will not acquire the
Vortechs Group corporate entity and certain of its fixed assets.
Additionally, Tekcapital will not acquire or assume any of Vortechs
Group's liabilities.
For operating the Vortechs Group's business on behalf of
Tekcapital and for covering all related business expenditures going
forward, Tekcapital will pay Vortechs Group a management and
service fee, based on revenue achieved, for a minimum period of
five years.
Total Voting Rights
Following Admission, the total number of ordinary shares in
issue and voting rights of the Company will be 35,421,207 ordinary
shares. The Company does not hold any ordinary shares in treasury.
This figure 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 change to their
interest in, the share capital of the Company under the FCA's
Disclosure and Transparency Rules.
Dr. Clifford M. Gross, Executive Chairman of Tekcapital,
commented: "We are very pleased to announce the acquisition of the
Vortechs Group assets and business. The Directors believe that this
acquisition will provide an additional valuable and synergistic
service for our clients."
For further information, please contact:
+1 305 200 3450
Tekcapital Plc Ext 305
Clifford M. Gross info@tekcapital.com
Allenby Capital Limited (Nominated
Adviser & Joint Broker) +44 (0)20 3328 5656
Jeremy Porter / Alex Brearley
Optiva Securities Limited (Joint +44 (0) 20 3137
Broker) 1904
Jeremy King / Vishal Balasingham jeremy.king@optivasecurities.com
+44 (0) 20 7933
Walbrook PR Ltd 8780
Paul Cornelius /Helen Cresswell/Sam
Allen tekcapital@walbrookpr.com
Tekcapital plc - The World's Largest University Network for Open
Innovation
Tekcapital helps clients profit from new, university-developed
intellectual properties. With our proprietary discovery search
engine, linked to 4,000+ universities in 160 countries, coupled
with expert scientific review, we provide a turn-key service to
make it easy for clients to find and acquire the IP, analytics and
technology transfer professionals they need to create a competitive
advantage. Tekcapital plc is listed on the AIM market of the London
Stock Exchange (AIM: symbol TEK) and is headquartered in Oxford, in
the UK. For more information, please visit www.tekcapital.com
This information is provided by RNS
The company news service from the London Stock Exchange
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