11 June 2018
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 ("MAR").
PCG Entertainment Plc
("PCGE", the "Company" or the "Group")
PCG Entertainment Plc / Index: AIM / Epic: PCGE / NEX: PCGE
Update on proposed fundraising
Further to the announcement made earlier today PCG Entertainment Plc (AIM: PCGE) announces that it has today raised a total of £303,000 (before expenses) through the issue of 202,000,001 new ordinary shares of 0.1 pence each (the "New Ordinary Shares") at a placing price of 0.15 pence (the "Placing Price") per New Ordinary Share (the "Placing"). The Placing is conditional, inter alia, on admission of the New Ordinary Shares to trading on AIM ("Admission"). In addition, 97,999,999 existing ordinary shares held by D-Beta (the "Sale Shares") have also been sold, conditional on Admission, to investors at the Placing Price. Neither the Placing nor the sale of the Sale Shares is being underwritten. The Placing and the sale of the Sale Shares has been arranged by SVS Securities Limited, who have been appointed as the Company's joint broker today.
It is anticipated that approximately £118,855.33 of the Placing proceeds to be received by the Company will be paid to D-Beta as the settlement of outstanding amounts due under the Agreement entered into with D-Beta, details of which were announced earlier today. The balance of the net proceeds of the Placing will be used to accelerate PCGE's business strategy.
Under the equity sharing facility, entered into by the Company with D-Beta on 18 August 2017 (the "Equity Sharing Facility"), the Company has received a net total of £11,605 in monthly payments from D-Beta and the proceeds of the associated subscription of £425,000. Subject to receipt by D-Beta of the net proceeds of the sale of the Sale Shares by D Beta and receipt by the Company of the net proceeds of the Placing, in each case by 30 June 2018, the final amount to be paid by or to the Company, as the case may be (the "Final Payment Amount") in order to terminate the Equity Sharing Facility will be agreed by the parties or determined by the Company's auditors and such amount will relate not only to the Deferred Monthly Payments but also the Further Payments . It is currently anticipated that the Final Payment Amount will be approximately £118,855.33 payable by the Company to D-Beta. Save where the context requires otherwise, defined terms used in this paragraph have the meaning ascribed to them in the announcement made by the Company earlier today.
Once all the foregoing transactions are settled D-Beta will have no continuing interest in the Company.
An application will be made for Admission, which is expected to occur on or around 15 June 2018. Following Admission, the Company's issued ordinary share capital will consist of 1,244,488,103 ordinary shares of 0.1 pence each, with one voting right per share. PCGE does not hold any ordinary shares in treasury. Therefore, the total number of ordinary shares and voting rights in the Company will be 1,244,488,103. 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 a change to their interest in, the share capital of the Company.
For more information on PCGE please visit the Company's website www.pcge.com.
PCG Entertainment PLC
Richard Poulden, Chairman
Tel: +44 207 812 0645
Allenby Capital Limited
(Broker, Corporate Adviser and Nominated Adviser) Nick Naylor/Nick Harriss
Tel: +44 20 3328 5656
SVS Securities Limited (Joint Broker)
Ben Tadd/Tom Curran
Damson Communications (Public Relations)
Abigail Stuart-Menteth/Amelia HubertTel: +44 203 700 0100
Tel: +44 20 7812 0645