9 August 2018
Thruvision Group plc
Result of Tender Offer
Thruvision Group plc (AIM: THRU) ("ThruVision", the "Company" or, together with its subsidiary undertakings, the "Group") the specialist provider of people-screening technology to the global security market, today announces the result of the Tender Offer set out in the shareholder circular published by the Company on 4 July 2018 (the "Circular"). The Tender Offer closed at 1.00 p.m. on 8 August 2018.
Result of the Tender Offer
19,675,906 Ordinary Shares were validly tendered under the Tender Offer (being 11.92% per cent. of the Company's Shares in issue as at 8 August 2018) and, as a result, the Tender Offer was not fully subscribed. The Basic Entitlement of all Shareholders who have validly tendered their Shares will be accepted in full and excess tenders will also be satisfied in full, meaning 100% of the excess Ordinary Shares validly tendered will be purchased. The total value of all Ordinary Shares purchased is £3,344,904.02.
It is anticipated that the proceeds payable under the Tender Offer to the Company's shareholders who hold their Ordinary Shares in certificated form will be despatched no later than 15 August 2018 in the form of a cheque. Those shareholders who hold their Ordinary Shares in uncertificated form will have their CREST accounts credited no later than 15 August 2018.
As set out in the Circular, the Ordinary Shares will be purchased by Investec Bank plc pursuant to the Tender Offer and the Company will purchase such Ordinary Shares from Investec Bank plc under the terms of the Repurchase Agreement described in the Circular. The Company intends to cancel the Ordinary Shares purchased by it under the Repurchase Agreement, reducing the number of Ordinary Shares in issue from 165,130,024 Ordinary Shares to 145,454,118 Ordinary Shares (the "Cancellation"). Accordingly, following the Cancellation, which is expected to take place on or before 17 August 2018, 145,454,118 Ordinary Shares 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 interests in, the Company under the FCA's Disclosure Guidance and Transparency Rules (the "DTR Rules").
In accordance with rule 5.1.2(2) of the DTR Rules Tom Black, Executive Chairman of Thruvision, has notified the Company that following the Cancellation, his total shareholding in the Company will continue to be 11,349,444 Ordinary Shares and, as a result of the Cancellation, his percentage shareholding of the Company's total issued share capital and total voting rights will increase from 6.87% to 7.8%.
For further information please contact:
Thruvision Group plc +44 (0)1235 436180
Tom Black, Executive Chairman
Colin Evans, Managing Director
Investec Bank plc +44 (0)20 7597 5970
Andrew Pinder / Sebastian Lawrence / Patrick Robb
FTI Consulting LLP +44 (0)20 3727 1000
Matt Dixon / Harry Staight
About Thruvision
Thruvision Group plc is a specialist provider of people-screening technology that can detect weapons, explosives and contraband hidden under clothing. Developed with extensive support from the British and US Governments, Thruvision technology is operationally proven and is being used to enhance the security of transport hubs, borders, high profile buildings and public areas.
www.thruvision.com
