Kelso Group Holdings PLC Publication of Prospectus and Placing Update (3127Z)
May 12 2023 - 10:45AM
UK Regulatory
TIDMKLSO
RNS Number : 3127Z
Kelso Group Holdings PLC
12 May 2023
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM ANY JURISDICTION
WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR
REGULATIONS OF SUCH JURISDICTION.
THIS IS AN ANNOUNCEMENT AND NOT A CIRCULAR OR PROSPECTUS OR
EQUIVALENT DOCUMENT AND INVESTORS AND PROSPECTIVE INVESTORS SHOULD
NOT MAKE ANY INVESTMENT DECISION ON THE BASIS OF ITS CONTENTS. A
PROSPECTUS IN RELATION TO THE TRANSACTION REFERRED TO IN THIS
ANNOUNCEMENT HAS BEEN PUBLISHED TODAY.
12 May 2023
Kelso Group Holdings Plc ("Kelso" or the "Company")
Publication of Prospectus and Placing Update
Kelso is pleased to announce that further to the announcements
published on 30 March 2023 and 27 April 2023, the Company has now
received confirmation from the FCA that the Prospectus in relation
to its Placing and subsequent proposed admission of certain shares
to the Official List and to trading on the Standard segment of the
Main Market of the LSE is approved for publication (the
"Prospectus").
The Placing remains subject to approval of certain resolutions
at the Company's Annual General Meeting ("AGM"), the Placing
Agreement not being terminated in accordance with its terms and
Admission becoming effective. For details regarding the Company's
AGM, please refer to Company's announcement published on 2 May
2023.
The Prospectus will shortly be submitted to the FCA's National
Storage Mechanism (the "NSM") and will be available for inspection
on the NSM's website at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
The Prospectus will also be available on the Company website:
www.kelsoplc.com
Capitalised terms used in this announcement (this
"Announcement") shall have the meanings ascribed to them in the
announcement dated 27 April 2023.
For further information please contact:
Kelso Group Holdings plc +44 (0) 75 4033 3933
John Goold, Chief Executive
Officer
Mark Kirkland, Chief Financial
Officer
Jamie Brooke, Chief Investment
Officer
Zeus (Broker) +44 (0) 20 3829 5000
Nick Cowles, Matt Hogg (Investment
Banking)
Ben Robertson (Corporate Broking)
About Kelso
Kelso was established in 2022 to identify, engage and unlock
trapped value in the UK stock market. Kelso's strategy is to invest
in situations where there is an anomaly between the intrinsic value
and prospects of a company and its stock market valuation. Kelso
will, in particular, look for situations where it believes the sum
of the parts of a business is greater than the current value. The
company completed a fundraising of GBP3m in January 2023. Kelso
believes that the current market conditions are such that there are
situations where UK listed companies' valuations are not
appropriately matched to their underlying intrinsic value. There
may be instances where Kelso itself could be used as a vehicle by
an undervalued company to spin off a subsidiary into its own
listing. Such a transaction would undoubtedly constitute a reverse
takeover for Kelso.
No offer of securities
This announcement and the Prospectus do not constitute or form
part of any offer or invitation to purchase, acquire, subscribe
for, sell, dispose of or issue, or any solicitation of any offer to
sell, dispose of, purchase, acquire or subscribe for, any security,
including any KLSO shares to be issued in connection with the
Transaction. In particular, the KLSO shares to be issued in
connection with the Placing have not been and will not be
registered under the US Securities Act of 1934 (as amended) and may
not be offered or sold in the US absent registration or an
applicable exemption from the registration requirements of the US
Securities Act of 1934 (as amended).
Transmission of this announcement and the Prospectus
Neither this announcement, the Prospectus, nor any copy of
either of them may be taken or transmitted directly or indirectly
into or from any jurisdiction where to do so would constitute a
violation of the relevant laws or regulations of such jurisdiction.
Any failure to comply with this restriction may constitute a
violation of such laws or regulations. Persons into whose
possession this announcement, the Prospectus or other information
referred to therein comes, should inform themselves about, and
observe, any restrictions in such laws or regulations.
END
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END
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