27 March 2024
Leeds Group
plc
("Leeds" or the
"Company")
Completion of
Disposal
The Board of Leeds Group plc
('Board') announces that, further to the announcement on 25 March
2024, the Proposed Sale of Hemmers-Itex Textil Import Export GmbH
('Hemmers') has been completed.
Going forward the Company will have
no trading activities but through its subsidiary LG Nordhorn
Property GmbH, it will own three commercial properties in Germany
with an aggregate net book value of £5,209,000 as at 30 November
2023. The properties have been leased back to Hemmers, effectively
from 1 December 2023 and, therefore, the Continuing Group will
derive an average rental income of approximately £440,000 per annum
over five years, which will cover the operating expenses of the
Company for those five years.
AIM Rule 15 cash shell
The Disposal is deemed to be a
disposal that divests the Company of all, or substantially all of
its trading businesses, activities or assets (pursuant to Rule 15
of the AIM Rules). Accordingly, with effect from 26 March 2024,
Leeds is regarded, pursuant to the AIM Rules, as an AIM Rule 15
cash shell.
As an AIM Rule 15 cash shell, the
Company must make an acquisition or acquisitions which constitutes
a reverse takeover under AIM Rule 14 (including seeking
re-admission under the AIM Rules) within six months from 26 March
2024. Alternatively, within such time period, the Company can seek
to become an investing company pursuant to AIM Rule 8, which
requires, inter alia, the raising of at least £6 million and the
publication of an admission document. If the Company does not
complete a reverse takeover under AIM Rule 14 or seek re-admission
to trading on AIM as an investing company pursuant to AIM Rule 8
(either being a "Re-admission Transaction") within such six month
period, the Company's ordinary shares would be suspended from
trading on AIM pursuant to AIM Rule 40. Thereafter, if a
Re-admission Transaction has not been completed within a further
six month period, admission to trading on AIM of the Company's
ordinary shares would be cancelled.
The Board continues to review the
options available to Leeds. The Company will provide further
updates as appropriate.
Capitalised terms used in this
Announcement shall, unless otherwise defined, have the same meaning
as set out in the announcement on 15 December 2023.
This announcement contains inside
information for the purposes of UK Market Abuse Regulation and has
been arranged for release by Jan G Holmstrom, Chairman.
Enquiries:
Leeds Group plc
Dawn Henderson
|
Tel: 01937 547877
|
Cairn Financial Advisers
LLP
Nominated Adviser
Sandy Jamieson / Liam Murray / James
Western
|
Tel: 020 7213 0880
|