7th Aug 2020 12:42
7 August 2020
Codemasters Group Holdings Plc
("Codemasters" or the "Company")
Issue of Deferred Consideration Shares and Director / PDMR Dealing
Codemasters (AIM:CMD), announces that the Company has allotted 1,038,438 new ordinary shares of 1p each in the Company (the "Deferred Consideration Shares") in connection with its Deferred Consideration obligations entered into as part of the Company's acquisition of Slightly Mad Studios Pte Ltd (the "Acquisition"). The Deferred Consideration Shares form part of the Consideration detailed in the announcement relating to, inter alia, the Acquisition dated 28 November 2019 (the "Announcement"). In accordance with the agreed terms of the Acquisition, the Deferred Consideration Shares will be subject to a hard lock-up period of 12 months from the date of issuance and an orderly market undertaking for the 12 month period thereafter.
As one of the vendors of Slightly Mad Studios Pte Ltd, Ian Bell who joined the Board as an executive director on 10 December 2019 and is therefore a person discharging managerial responsibilities, was allotted 697,510 ordinary shares of 1p each in the Company ("Ordinary Shares"). Following this issue of shares, Mr. Bell is interested in 1,898,000 Ordinary Shares in the Company representing approximately 1.25% of the Company's issued share capital.
Application has been made for the Deferred Consideration Shares to be admitted to trading on AIM and admission is expected to take place on 13 August 2020. Following admission, Codemasters will have a total of 152,385,169 Ordinary Shares in issue. All Ordinary Shares will have equal voting rights and none of the Ordinary Shares will be held in treasury.
Shareholders may use the above figure as the denominator for the calculations by which they determine if they are required under the Disclosure and Transparency Rules to notify their interest in, or a change to their interest in, the Company.
Capitalised terms used but not defined in this announcement have the same meanings as set out in the Announcement
Enquiries |
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Codemasters Group Holdings Plc Frank Sagnier, CEO Rashid Varachia, CFO
| Via Alma PR
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Liberum (Nominated Adviser and Joint Corporate Broker) Neil Patel Cameron Duncan Ed Phillips William Hall
Jefferies International Ltd (Joint Corporate Broker) Ed Matthews William Brown
| +44 (0) 20 3100 2000
+44 (0) 20 7029 8000
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Alma PR Limited Josh Royston Rebecca Sanders-Hewett Helena Bogle Sam Modlin | +44 (0) 20 3405 0205
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ABOUT CODEMASTERS:
Codemasters (AIM:CDM) is an award-winning British video game developer and publisher with over 30 years of heritage. The company specialises in high-quality racing games including DiRT, GRID and the BAFTA award-winning official F1® series of videogames. In November 2019, Codemasters acquired Slightly Mad Studios, creators and developers of award-winning IP including the Project CARS franchise and Fast & Furious Crossroads.
Codemasters' LEI number is: 213800NOITSDQVNP5W91
The notification below, made in accordance with the requirements of the EU Market Abuse Regulation, provides further detail.
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
| Ian Bell | ||||
2
| Reason for the notification
| |||||
a)
| Position/status
| Executive Director
| ||||
b)
| Initial notification /Amendment
| Initial Notification | ||||
3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| |||||
a)
| Name
| Codemasters Group Holdings Plc | ||||
b)
| LEI
| 213800NOITSDQVNP5W91 | ||||
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 1 penny each
ISIN: GB00BFWZ2G72 | ||||
b)
| Nature of the transaction
| Issue of Ordinary Shares by way of consideration for the acquisition of Slightly Mad Studios Pte Ltd | ||||
c)
| Price(s) and volume(s)
|
| ||||
d)
| Aggregated information
- Aggregated volume - Price | n/a (single transaction)
| ||||
e)
| Date of the transaction
| 7 August 2020 | ||||
f)
| Place of the transaction
| London Stock Exchange, AIM | ||||
Related Shares:
CDM.L