Checkit plc
("Checkit" or the "Company")
Director's Dealings and Related Party Transactions
Further to the announcement on 3 December 2019, the directors' participation in the Tender Offer is set out below:
|
|
Number of Ordinary Shares prior to the Tender Offer |
Percentage of issued share capital prior to the Tender Offer |
Number of Ordinary Shares sold under the Tender Offer at 65p per Ordinary Share |
Number of Ordinary Shares following the Tender Offer |
Percentage of issued ordinary share capital following cancellation of the Tender Offer shares |
|
Keith Daley |
21,710,516 |
11.67% |
14,473,677 |
7,236,839 |
11.67% |
|
Andy Weatherstone |
621,425 |
0.33% |
465,661 |
155,764 |
0.25% |
|
John Wilson |
2,775,000 |
1.49% |
2,043,064 |
731,936 |
1.18% |
|
Giovanni Ciuccio |
13,500 |
0.01% |
8,065 |
5,435 |
0.01% |
|
Richard "Ric" Piper |
380,333 |
0.20% |
280,016 |
100,317 |
0.16% |
The participation by the directors in the Tender Offer constitutes a related party transaction for the purposes of the AIM Rules. Furthermore, D&A Income Limited and Ruffer LLP are substantial shareholders in the Company in accordance with the definitions of the AIM Rules and therefore, their participation also constitutes a related party transaction for the purposes of the AIM Rules.
As there are no independent directors (for the purposes of the Tender Offer) to provide a fair and reasonable statement because all of the directors are participating in the Tender Offer, N+1 Singer (in its capacity as nominated adviser for the purposes of the AIM Rules) considers that the participation by the directors and substantial shareholders in the Tender Offer is fair and reasonable insofar as the shareholders of the Company are concerned.
-END-
For further information:
Checkit plc +44 (0) 1223 371 000
www.checkit.net
Keith Daley (Executive Chairman)
Andrew Weatherstone (Chief Financial Officer & Company Secretary)
Yellowstone Advisory (Investor Relations)
Alex Schlich +44 (0) 7710 164 120
N+1 Singer (Nominated Adviser & Broker)
Shaun Dobson / George Tzimas (Corporate Finance) +44 (0) 20 7496 3000
Rachel Hayes (Corporate Broking)
Note to editors:
Checkit's real-time operations management software makes organisations smart, safe and efficient. Our products use Internet of Things ("IoT"), mobile and cloud technologies to ensure our customers get the best out of their mobile teams, processes and buildings. Checkit users operate in many sectors including Retail, Hospitality, Healthcare, Real Estate Management and Manufacturing. Checkit is headquartered in Cambridge, UK with its Operations Centre in Fleet, UK and a Sales and Service office in California, USA.
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1
|
Details of the person discharging managerial responsibilities / person closely associated
|
||||
|
a)
|
Name
|
Keith Daley
|
|||
|
2
|
Reason for the notification
|
||||
|
a)
|
Position/status
|
Executive Chairman |
|||
|
b)
|
Initial notification /Amendment
|
Initial |
|||
|
3
|
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
||||
|
a)
|
Name
|
Checkit Plc |
|||
|
b)
|
LEI
|
213800556WJOWQNT2R68 |
|||
|
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 5p Each |
|||
|
|
|
||||
|
Identification code |
GB00B0C5RG72 |
||||
|
|
|
||||
|
b)
|
Nature of the transaction
|
Participation in Tender Offer / Sale of Shares |
|||
|
c)
|
Price(s) and volume(s) |
|
|
|
|
|
|
|
Price(s) |
Volume(s) |
|
|
|
|
|
65 |
14,473,677 |
|
|
|
|
|
|
|
|
|
|
d)
|
Aggregated information |
|
|||
|
|
|
||||
|
- Aggregated volume |
n/a |
||||
|
|
|
||||
|
- Price |
|
||||
|
|
|
||||
|
e)
|
Date of the transaction
|
5 December 2019 |
|||
|
f)
|
Place of the transaction
|
London |
|||
|
1
|
Details of the person discharging managerial responsibilities / person closely associated
|
||||
|
a)
|
Name
|
Andy Weatherstone
|
|||
|
2
|
Reason for the notification
|
||||
|
a)
|
Position/status
|
Chief Financial Officer |
|||
|
b)
|
Initial notification /Amendment
|
Initial |
|||
|
3
|
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
||||
|
a)
|
Name
|
Checkit Plc |
|||
|
b)
|
LEI
|
213800556WJOWQNT2R68 |
|||
|
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 5p Each |
|||
|
|
|
||||
|
Identification code |
GB00B0C5RG72 |
||||
|
|
|
||||
|
b)
|
Nature of the transaction
|
Participation in Tender Offer / Sale of Shares |
|||
|
c)
|
Price(s) and volume(s) |
|
|
|
|
|
|
|
Price(s) |
Volume(s) |
|
|
|
|
|
65 |
465,661 |
|
|
|
|
|
|
|
|
|
|
d)
|
Aggregated information |
n/a |
|||
|
|
|
||||
|
- Aggregated volume |
|
||||
|
|
|
||||
|
- Price |
|
||||
|
|
|
||||
|
e)
|
Date of the transaction
|
5 December 2019 |
|||
|
f)
|
Place of the transaction
|
London |
|||
|
1
|
Details of the person discharging managerial responsibilities / person closely associated
|
||||
|
a)
|
Name
|
John Wilson
|
|||
|
2
|
Reason for the notification
|
||||
|
a)
|
Position/status
|
Non Executive Director |
|||
|
b)
|
Initial notification /Amendment
|
Initial |
|||
|
3
|
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
||||
|
a)
|
Name
|
Checkit Plc |
|||
|
b)
|
LEI
|
213800556WJOWQNT2R68 |
|||
|
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 5p Each |
|||
|
|
|
||||
|
Identification code |
GB00B0C5RG72 |
||||
|
|
|
||||
|
b)
|
Nature of the transaction
|
|
|||
|
c)
|
Price(s) and volume(s) |
|
|
|
|
|
|
|
Price(s) |
Volume(s) |
|
|
|
|
|
65 |
2,043,064 |
|
|
|
|
|
|
|
|
|
|
d)
|
Aggregated information |
n/a |
|||
|
|
|
||||
|
- Aggregated volume |
|
||||
|
|
|
||||
|
- Price |
|
||||
|
|
|
||||
|
e)
|
Date of the transaction
|
5 December 2019 |
|||
|
f)
|
Place of the transaction
|
London |
|||
|
1
|
Details of the person discharging managerial responsibilities / person closely associated
|
||||
|
a)
|
Name
|
Giovanni Ciuccio
|
|||
|
2
|
Reason for the notification
|
||||
|
a)
|
Position/status
|
Non Executive Director |
|||
|
b)
|
Initial notification /Amendment
|
Initial |
|||
|
3
|
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
||||
|
a)
|
Name
|
Checkit Plc |
|||
|
b)
|
LEI
|
213800556WJOWQNT2R68 |
|||
|
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 5p Each |
|||
|
|
|
||||
|
Identification code |
GB00B0C5RG72 |
||||
|
|
|
||||
|
b)
|
Nature of the transaction
|
|
|||
|
c)
|
Price(s) and volume(s) |
|
|
|
|
|
|
|
Price(s) |
Volume(s) |
|
|
|
|
|
65 |
8,065 |
|
|
|
|
|
|
|
|
|
|
d)
|
Aggregated information |
n/a |
|||
|
|
|
||||
|
- Aggregated volume |
|
||||
|
|
|
||||
|
- Price |
|
||||
|
|
|
||||
|
e)
|
Date of the transaction
|
5 December 2019 |
|||
|
f)
|
Place of the transaction
|
London |
|||
|
1
|
Details of the person discharging managerial responsibilities / person closely associated
|
||||
|
a)
|
Name
|
Richard "Ric" Piper |
|||
|
2
|
Reason for the notification
|
||||
|
a)
|
Position/status
|
Non Executive Director |
|||
|
b)
|
Initial notification /Amendment
|
Initial |
|||
|
3
|
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
||||
|
a)
|
Name
|
Checkit Plc |
|||
|
b)
|
LEI
|
213800556WJOWQNT2R68 |
|||
|
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 5p Each |
|||
|
|
|
||||
|
Identification code |
GB00B0C5RG72 |
||||
|
|
|
||||
|
b)
|
Nature of the transaction
|
|
|||
|
c)
|
Price(s) and volume(s) |
|
|
|
|
|
|
|
Price(s) |
Volume(s) |
|
|
|
|
|
65 |
280,016 |
|
|
|
|
|
|
|
|
|
|
d)
|
Aggregated information |
n/a |
|||
|
|
|
||||
|
- Aggregated volume |
|
||||
|
|
|
||||
|
- Price |
|
||||
|
|
|
||||
|
e)
|
Date of the transaction
|
5 December 2019 |
|||
|
f)
|
Place of the transaction
|
London |
|||