The following information is disclosed in accordance with Rule 26 of the AIM Rules:
Description of the business
Cronin Group Plc is focused on the discovery, development and manufacture of small molecules and nano-materials utilizing innovative proprietary chemistry developed at Glasgow University and enabled through the application of 3D printing and related technologies.
The names of the directors and biographical details
Directors' responsibilities & Committees
Country of incorporation and main country of operation
Cronin Group Plc is incorporated in England & Wales (Registration Number 05845469) with England its main country of operation.
Current constitutional documents
Please click on the links below for the Articles of Association
Articles adopted pursuant to a Special Resolution passed on 21 December 2007
New Articles adopted pursuant to a Special Resolution passed on 25 May 2010
New Articles adopted pursuant to a Special Resolution passed on 10 September 2015
Details of any other exchanges or trading platforms
The Company is not listed on any other exchanges or trading platforms.
Number of securities in issue
As at 31 December 2017 the number of New Ordinary Shares of 0.01p in issue was 550,739,933. No shares are held in treasury.
As at 5 April 2018, shareholders holding more than 3% of the share capital of Cronin Group Plc were
|Prof. Lee Cronin||55,173,019||10.02%|
|G U Holdings||39,373,994||7.15%|
|IP Venture Fund II LP||33,750,396||6.13%|
* including IP2IPO and IP Venture Fund II LP
** including ORA Limited
Director Shareholdings (other than major shareholders)
As at 5 April 2018, Directors shareholdings of Cronin Group Plc were
|Prof. Lee Cronin||55,173,019||10.02%|
* In addition, James Ede-Golightly and Michael Bretherton each have an indirect beneficial interest through their shareholding in ORA Limited.
Shares not in Public hands
In the terms of the AIM Rules published July 2016 and insofar as it is aware, at 31 December 2017, 68.98% of the Company's AIM securities were not held in public hands.
Restrictions on Transfer of Shares
David Cleevely and the other vendors of OpenIOlabs Limited ("OpenIOlabs") have undertaken that in relation to the Company's acquisition of OpenIOlabs, subject to certain customary exceptions, they will not dispose of any interest in the Consideration Shares held by them for a period of twelve months from completion of the Acquisition in respect of the Initial Consideration Shares and for a period of twelve months following the issue of the of the Deferred Consideration Shares in respect of the Deferred Consideration Shares.
On the 8 November 2017, the Company completed the acquisition of 100% of the issued share capital of OpenIOLabs Limited for a maximum consideration of 47 million of the Company's ordinary shares, of which 25 million ordinary shares were issued on completion. The balance of 22 million ordinary shares may be conditionally issued within 4 years of completion (the "Deferred Share Contingent Consideration") if (a) at any time before the fourth anniversary of Completion, (i) the middle market quotation for the Company's ordinary shares on AIM is at a price equal to or above 5 pence for a continuous period of 60 business days; or (ii) the whole of the ordinary share capital of the Company is acquired on arm's length terms by a third party purchaser (who is not a connected party to Cronin Group or any of its shareholders) at a price equal to or above 5 pence per share; and (b) provided that David Cleevely has not voluntarily resigned from or has not otherwise decided to leave the board of Cronin Group within 24 months of the 8 November 2017 acquisition date.
UK City Code on Takeovers and Mergers
As an AIM traded UK registered company, Cronin Group Plc is subject to the UK City Code on Takeovers and Mergers legislation.
Please click on the link below to access the Company's Admission Document dated 10 October 2006.
Please click on the link below to access the Company's Admission Document dated 13 December 2007.
|28 March 2018||Notice of AGM to be held on 16 May 2018|
|Form of Proxy for AGM to be held on 16 May 2018|
|13 April 2016||Notice of AGM held on 12 May 2016|
|Form of Proxy for AGM held on 12 May 2016|
|25 August 2015||Oxaco Circular & Articles|
|04 June 2015||Notice of AGM held on 30 June 2015|
|17 June 2014||Notice of AGM held on 14 July 2014|
|08 May 2013||Notice of AGM held on 13 June 2013|
|25 April 2012||Notice of AGM held on 29 May 2012|
- Nominated Adviser
- Stockdale Securities Limited
100 Wood Street
London EC2V 7AN
- Auditors and
- Smith & Williamson
Bristol BS1 6NA
- Solicitors to the Company
- Bristows LLP
100 Victoria Embankment
London EC4Y 0DH
Leeds LS11 5DY
- Neville Registrars
18 Laurel Lane
Halesowen B63 3DA