TIDMCPC
RNS Number : 4897D
City Pub Group PLC (The)
10 October 2018
NOT FOR PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN
OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC
OF SOUTH AFRICA OR ANY JURISDICTION IN WHICH SUCH PUBLICATION OR
DISTRIBUTION WOULD BE UNLAWFUL.
THE INFORMATION CONTAINED IN THIS ANNOUNCEMENT DOES NOT
CONSTITUTE AN OFFERING OF SECURITIES FOR SALE IN THE UNITED STATES
OF AMERICA AND NO SECURITIES HAVE BEEN OR WILL BE REGISTERED UNDER
THE UNITED STATES SECURITIES ACT 1933, AS AMED (THE "SECURITIES
ACT") OR UNDER THE SECURITIES LAWS OF ANY STATE OR OTHER
JURISDICTION IN THE UNITED STATES OF AMERICA.
10 October 2018
The City Pub Group PLC
("City Pub Group" or the "Company")
Completion of Placing
The City Pub Group PLC is pleased to confirm that, further to
the announcement made on 9 October, it has raised a total of
approximately GBP6.2 million through the issue of 2,823,365 new
ordinary shares of 50 pence each in the capital of the Company (the
"Placing Shares") at a price of 220 pence per Placing Share (the
"Placing Price") (together, the "Placing"). The Placing attracted
strong support from high quality institutional investors.
The Placing was conducted by way of an accelerated book build
process. Liberum Capital Limited and Joh. Berenberg, Gossler &
Co. KG, London Branch acted as Joint Bookrunners.
Issue of Equity and Total Voting Rights
Application has been made to the London Stock Exchange for the
Placing Shares to be admitted to trading on the AIM market operated
by London Stock Exchange plc ("AIM"). It is expected that Admission
will become effective and that dealings in the new ordinary shares
on AIM will commence at 8:00 a.m. on 15 October 2018
("Admission").
Following Admission, the Company will have 61,302,514 ordinary
shares in issue. No ordinary shares are held in treasury. The total
number of voting rights in the Company is 59,377,514. The above
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 under the FCA's
Disclosure Guidance and Transparency Rules.
Related Party Transaction
Under the AIM Rules, an issue of shares to a related party which
exceeds a specified percentage in any of the class tests under the
AIM Rules is subject to certain disclosure requirements. Due to a
holding of over 10 per cent. of the Company's ordinary shares, the
participation in the Placing by Hargreave Hale Limited is deemed a
transaction with a related party under the AIM Rules. The directors
of the Company consider, having consulted with the Company's
Nominated Adviser, that the terms of their participation in the
Placing is fair and reasonable insofar as shareholders are
concerned.
Participation in the Placing by a Director
Clive Watson, Executive Chairman of the Company, subscribed for
68,182 Placing Shares pursuant to the Placing. The notification
below, made in accordance with the requirement of the Market Abuse
Regulation, provides further detail in relation to his
participation in the Placing.
1 Details of the person discharging managerial responsibilities
/ person closely associated
(a) Name Clive Watson
---------------------------------------- ------------------------------------
2 Reason for the notification
------------------------------------------------------------------------------
(a) Position/status Clive Watson, Executive Chairman
---------------------------------------- ------------------------------------
(b) Initial notification/Amendment Initial Notification
---------------------------------------- ------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
------------------------------------------------------------------------------
(a) Name The City Pub Group plc
---------------------------------------- ------------------------------------
(b) LEI 213800OHELCFJ6GLZC03
---------------------------------------- ------------------------------------
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 Ordinary Shares of 50 pence each
financial instrument,
type of instrument GB00BYWRS683
Identification
code
---------------------------------------- ------------------------------------
(b) Nature of the transaction Acquisition
---------------------------------------- ------------------------------------
(c) Price(s) and volume(s) Price(s) Volume(s)
---------------------------------------- ----------------- -----------------
220p 68,182
---------------------------------------------- ----------------- -----------------
(d) Aggregate information
* Aggregated volume 68,182
220p
* Price
---------------------------------------------- ------------------------------------
(e) Date of transaction 9 October 2018
---------------------------------------- ------------------------------------
(f) Place of transaction London Stock Exchange, AIM Market
(XLON)
---------------------------------------- ------------------------------------
On Admission, Clive Watson will hold 2,638,714* ordinary shares
representing 4.3% of the issued share capital.
* Includes 273,593 (or 0.45% of the Company's voting rights on
Admission) held in the name of Clive Watson and DCD Trustees Ltd as
Trustees of The Bar and Kitchen Pension Scheme.
Enquiries:
The City Pub Group PLC Tel: +44 20 7559
Clive Watson, Executive Chairman 5106
Tarquin Williams, CFO
Liberum (Nomad, Joint Bookrunner and Tel: +44 20 3100
Joint Broker) 2222
Chris Clarke
Trystan Cullen
Clayton Bush
Berenberg (Joint Bookrunner and Joint Tel: +44 20 3207
Broker) 7800
Chris Bowman
Toby Flaux
Marie Stolberg
Instinctif Partners Tel: +44 20 7457
Matthew Smallwood 2020
Guy Scarborough
IMPORTANT INFORMATION
Market Abuse Regulation
This announcement is released by The City Pub Group PLC and
contains inside information for the purposes of the Market Abuse
Regulation (EU) 596/2014 ("MAR") and is disclosed in accordance
with the Company's obligations under Article 17 of MAR. The person
who arranged for the release of this announcement on behalf of The
City Pub Group PLC was Tarquin Williams, Chief Financial
Officer.
Important Notices
Certain statements, beliefs and opinions in this announcement
are forward-looking, which reflect the Company's or, as
appropriate, the Company's directors' current expectations and
projections about future events. By their nature, forward-looking
statements involve a number of risks, uncertainties and assumptions
that could cause actual results or events to differ materially from
those expressed or implied by the forward-looking statements. These
risks, uncertainties and assumptions could adversely affect the
outcome and financial effects of the plans and events described
herein. Forward-looking statements contained in this announcement
regarding past trends or activities should not be taken as a
representation that such trends or activities will continue in the
future. Except as required by applicable law or regulation, the
Company does not undertake any obligation to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise. You should not place undue reliance on
forward-looking statements, which speak only as of the date of this
document.
This announcement is for information purposes only and shall not
constitute an offer to buy, sell, issue, or subscribe for, or the
solicitation of an offer to buy, sell, issue, or subscribe for any
securities, nor shall there be any sale of securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction.
Liberum Capital Limited ("Liberum") is regulated by the FCA, is
acting exclusively for the Company and no one else in connection
with the matters referred to in this announcement and will not be
responsible to anyone other than the Company for providing the
protections afforded to customers of Liberum or for providing
advice in relation to the matters described in this
announcement.
Joh. Berenberg, Gossler & Co. KG ("Berenberg") is authorised
and regulated by the German Federal Financial Supervisory Authority
(BaFin) and subject to limited regulation in the United Kingdom by
the FCA. Berenberg is acting exclusively for the Company and no one
else in connection with the matters referred to in this
announcement and will not be responsible to anyone other than the
Company for providing the protections afforded to customers of
Berenberg or for providing advice in relation to the matters
described in this announcement.
No representation or warranty, express or implied, is or will be
made as to, or in relation to, and no responsibility or liability
is or will be accepted by Liberum or Berenberg or by any of their
respective affiliates, agents, directors, partners, officers or
employees as to, or in relation to, the accuracy or completeness of
this announcement or any other written or oral information made
available to or publicly available to any interested party or its
advisers, and any liability therefor is expressly disclaimed.
No statement in this announcement is intended to be a profit
forecast or estimate, and no statement in this announcement should
be interpreted to mean that earnings per share of the Company for
the current or future financial years would necessarily match or
exceed the historical published earnings per share of the
Company.
The price of shares and any income expected from them may go
down as well as up and investors may not get back the full amount
invested upon disposal of the shares. Past performance is no guide
to future performance, and persons needing advice should consult an
independent financial adviser.
Neither the content of the Company's website nor any website
accessible by hyperlinks on the Company's website is incorporated
in, or forms part of, this announcement.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
STRUKOARWAARRUA
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