Suspension of Share Repurchase Programme
MTI Wireless Edge Limited has suspended its share buyback programme, which had a maximum value of £1,000,000 and was set to end in March 2027, to comply with Israeli Companies Law. This decision was made because the combined holdings of the Borovitz and Beer families currently represent 44.9% of the company's voting rights, and further repurchases could trigger a mandatory special purchase offer if they exceeded the 45% threshold without another shareholder holding more. The company currently holds 2,343,000 ordinary shares in treasury from the programme.
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MTI Wireless Edge Ltd (AIM: MWE), the technology group focused on comprehensive communication and radio frequency solutions across multiple sectors, announces that it has decided to suspend its share buyback programme to repurchase ordinary shares ("Ordinary Shares") of par value 0.01 Israeli Shekels each in the Company (the "Share Repurchase Programme") (the “Share Buyback Suspension”).
The Share Buyback Suspension has been decided upon due to the total joint direct and indirect holdings of the Borovitz family and the Beer family, which constitute a controlling block in the Company, currently representing in aggregate, 44.9 per cent of the voting rights in the Company. Under the Israeli Companies Law, where a person acquires shares in a company, and as a result of such acquisition, such person will hold more than 45 per cent of the voting rights in the company (the “45 Per Cent Threshold”), and there is no other shareholder holding more than 45 per cent of the voting rights in the company, a special purchase offer must be made, as set out in the provisions of the Israeli Companies Law, failing which the shares so acquired will be treated as dormant.
However, these provisions do not apply where the 45 Per Cent Threshold is exceeded as a result of a share repurchase by the Company, although in such a case the shares in excess of the 45 Per Cent Threshold would not entitle their holder to voting rights.
As such, the Board has decided to put the Share Buyback Suspension into effect given that, if as a result of the Share Repurchase Programme, the Borovitz family and Beer family directly or indirectly were to hold more than 45% of the voting rights in the Company, a special purchase offer under the Israeli Companies Law will not be required, and the other shareholders would lose the protections otherwise afforded by the Israeli Companies Law.
The Share Repurchase Programme was originally announced on 24 January 2019, and has been subsequently extended, most recently to terminate at the end of March 2027 and has a maximum value of up to £1,000,000. The Company currently holds 2,343,000 Ordinary Shares in treasury under the Share Repurchase Programme, which do not have voting rights. Any recommencement of market purchases under the Share Repurchase Programme will be announced to the market. The Share Buyback Suspension is permitted under the terms of the Share Repurchase Programme.
The Company confirms that it is not currently in possession of any unpublished inside information.
Engage with the MTI Wireless LTD management team directly by asking questions, watching webinars and seeing what other shareholders have to say. Navigate to our interactive investor hub here: https://investors.mtiwirelessedge.com
| Investor questions on this announcement We encourage all investors to share questions on this announcement via our investor hub | https://investors.mtiwirelessedge.com/link/P4NqAe |
| MTI Wireless Edge Ltd Moni Borovitz, CEO | +972 3 900 8900 |
| Allenby Capital Limited (Nomad and Joint Broker) Nick Naylor / Alex Brearley / David Asquith (Corporate Finance) Tony Quirke / Amrit Nahal (Sales and Corporate Broking) | +44 20 3328 5656 |
| Shore Capital (Joint Broker) Toby Gibbs / George Payne (Corporate Advisory) Fiona Conroy (Corporate Broking) | +44 20 7408 4090 |
| Novella (Financial PR) Tim Robertson / Oliver Norton | +44 20 3151 7008 |
About MTI Wireless Edge Ltd. ("MTI")
Antenna division
Water Control & Management division
Distribution & Professional Consulting Services division
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.