Issue of Equity, Rule 2.9 Announcement and TVR
Gooch & Housego PLC announced the application for 725,425 new ordinary shares to be admitted to trading on AIM on 15 October 2026, which will satisfy employee options and LTIP awards in connection with the recommended cash acquisition by Greenlight Bidco Limited. Following this issuance, the Company's total issued share capital will be 28,096,151 ordinary shares, each carrying one voting right, and no shares will be held in treasury. This figure of 28,096,151 will serve as the denominator for shareholders calculating their notification requirements under the FCA's Disclosure Guidance and Transparency Rules.
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Gooch & Housego PLC (AIM: GHH), the specialist manufacturer of photonic components and systems, announces that application has been made for 725,425 new ordinary shares of 20 pence each in the Company (“New Ordinary Shares”) to be issued to satisfy the exercise of employee options and the vesting of awards granted under the Company’s Long Term Incentive Plan (the “G&H LTIP”) in connection with the recommended cash acquisition by Greenlight Bidco Limited of the entire issued, and to be issued, ordinary share capital of the Company (the “Acquisition”), to be implemented by means of a court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006 (the “Scheme”). The scheme document in relation to the Scheme was published on 30 July 2026 (the “Scheme Document”).
The New Ordinary Shares are being issued pursuant to the terms of the G&H LTIP, and the treatment of awards in connection with the Acquisition is as described in the Scheme Document. The issue of the New Ordinary Shares does not require the approval of the Company’s shareholders under Rule 21.1 of the City Code on Takeovers and Mergers (the “Code”) because it is made pursuant to existing obligations under the G&H LTIP and has been consented to by the Panel.
Application has been made to the London Stock Exchange for the New Ordinary Shares to be admitted to trading on AIM ("Admission"). Admission is expected to become effective and dealings in the New Ordinary Shares are expected to commence at 8.00 a.m. on 15 October 2026. The New Ordinary Shares will, when issued, be credited as fully paid and rank pari passu in all respects with the existing ordinary shares of 20 pence each in the Company (“Ordinary Shares”). As the New Ordinary Shares will be issued before the Scheme Record Time, they will be subject to, and bound by, the Scheme.
Following Admission, the Company’s issued share capital will comprise 28,096,151 Ordinary Shares, each carrying one voting right. The Company does not hold any Ordinary Shares in treasury. Accordingly, the total number of voting rights in the Company will be 28,096,151.
The figure of 28,096,151 may be used by shareholders as the denominator for the calculations by which they will determine whether they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority’s Disclosure Guidance and Transparency Rules.
Capitalised terms used but not defined in this announcement have the meanings given to them in the Scheme Document. All references to times in this announcement are to London time.
Rule 2.9 of the Code
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.