TIDMTED
RNS Number : 4364Q
Ted Baker PLC
19 June 2020
19 June 2020
NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, THE
COMMONWEALTH OF AUSTRALIA, ITS TERRITORIES AND POSSESSIONS, CANADA,
JAPAN, THE REPUBLIC OF SOUTH AFRICA, SWITZERLAND OR ANY OTHER
JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. PLEASE SEE THE
IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND DOES NOT CONSTITUTE A
PROSPECTUS OR PROSPECTUS EQUIVALENT DOCUMENT. NOTHING HEREIN SHALL
CONSTITUTE AN OFFERING OF SHARES. NOTHING IN THIS ANNOUNCEMENT
SHOULD BE INTERPRETED AS A TERM OR CONDITION OF THE CAPITAL
RAISING. NEITHER THIS COMMUNICATION NOR ANY PART OF IT SHALL FORM
THE BASIS OF OR BE RELIED ON IN CONNECTION WITH OR ACT AS AN
INDUCEMENT TO ENTER INTO ANY CONTRACT OR COMMITMENT WHATSOEVER. ANY
DECISION TO PURCHASE, SUBSCRIBE FOR, OTHERWISE ACQUIRE, SELL OR
OTHERWISE DISPOSE OF SHARES HAS BEEN MADE SOLELY ON THE BASIS OF
THE INFORMATION CONTAINED IN AND INCORPORATED BY REFERENCE INTO THE
PROSPECTUS. COPIES OF THE PROSPECTUS ARE AVAILABLE ON THE WEBSITE
OF TED BAKER PLC AT WWW.TEDBAKERPLC.COM.
Ted Baker Plc (the "Company")
Admission of New Shares
The Company today announces that, pursuant to the Placing and
Open Offer, Firm Placing and Offer for Subscription (the "Capital
Raising") announced on 1 June 2020, 140,000,000 New Shares will be
admitted to listing on the premium listing segment of the Official
List of the Financial Conduct Authority and will be admitted to
trading on the London Stock Exchange plc's main market for listed
securities at 8.00 a.m. today.
All capitalised terms in this announcement but not defined
herein have the meaning given to them in the combined prospectus
and circular published by the Company on 1 June 2020 (the
"Prospectus"), which is available on the Company's website (
www.tedbakerplc.com ) , unless otherwise defined herein.
For further information please contact:
Ted Baker Plc investor.relations@tedbaker.com
Peter Hearsey-Zoubie, Company Secretary
Liberum Capital Limited (Sponsor, Joint Global Coordinator, Joint Bookrunner and Tel: +44 (0) 20 3100 2000
Joint Underwriter)
Richard Crawley, Jamie Richards, Jonathan Wilkes-Green, Louis Davies
Goldman Sachs International (Joint Global Coordinator, Joint Bookrunner and Joint Tel: +44 (0) 20 7774 1000
Underwriter)
Jimmy Bastock, Chris Emmerson, Benjamin Holt, Adam Laikin
Blackdown Partners (Independent Adviser to the Board of Ted Baker Plc) Tel: +44 (0) 20 3807 8484
Peter Tracey, Tom Fyson
Tulchan Communications
Michelle Clarke, Jonathan Sibun, Will Palfreyman Tel: +44 (0) 20 7353 4200
Link Asset Services (Registrar and Receiving Agent) Tel: +44 (0) 371 664 0321
IMPORTANT NOTICE:
This announcement has been issued by and is the sole
responsibility of the Company. This announcement is not a
prospectus but an advertisement and investors should not acquire
any Shares except on the basis of the information contained in the
Prospectus published by the Company in connection with the Capital
Raising.
The information contained in this announcement is for background
purposes only, does not purport to be full or complete and is not
intended to and does not constitute or form part of any offer or
invitation to purchase or subscribe for, or any solicitation to
purchase or subscribe for shares in any jurisdiction. No reliance
may or should be placed by any person for any purpose whatsoever on
the information contained in this announcement or on its accuracy
or completeness. The information in this announcement is subject to
change. No offer or invitation to purchase or subscribe for, or any
solicitation to purchase or subscribe for New Shares will be made
in any jurisdiction in which such an offer or solicitation is
unlawful. The information contained in this announcement is not for
release, publication or distribution to persons in the United
States or any other Excluded Territory, and should not be
distributed, forwarded to or transmitted in or into any
jurisdiction, where to do so might constitute a violation of local
securities laws or regulations.
This announcement is not an offer of securities for sale in the
United States. The New Shares, the Application Forms and the Offer
for Subscription Application Forms have not been and will not be
registered under the Securities Act or under any securities laws of
any state or other jurisdiction of the United States and may not be
offered, sold, taken up, exercised, resold, renounced, transferred
or delivered, directly or indirectly, into or within the United
States except pursuant to an applicable exemption from or in a
transaction not subject to the registration requirements of the
Securities Act and in compliance with any applicable securities
laws of any state or other jurisdiction of the United States. There
will be no public offer of the Shares in the United States.
The distribution of this announcement into jurisdictions other
than the United Kingdom may be restricted by law, and, therefore,
persons into whose possession this announcement comes should inform
themselves about and observe any such restrictions. Any failure to
comply with any such restrictions may constitute a violation of the
securities laws of such jurisdiction. In particular, subject to
certain exceptions, this announcement, the Prospectus and the
Application Forms and Offer for Subscription Application Forms
should not be distributed, forwarded to or transmitted in or into
the United States or any other Excluded Territory.
This announcement does not constitute a recommendation
concerning any investor's options with respect to the Capital
Raising. The price and value of securities can go down as well as
up. Past performance is not a guide to future performance. The
contents of this announcement are not to be construed as legal,
business, financial or tax advice. Each Shareholder or prospective
investor should consult his, her or its own legal adviser, business
adviser, financial adviser or tax adviser for legal, financial,
business or tax advice.
Notice to all investors
Goldman Sachs International ("Goldman Sachs") is authorised by
the Prudential Regulation Authority and regulated by the FCA and
the Prudential Regulation Authority. Liberum Capital Limited
("Liberum" and, together with Goldman Sachs, the "Banks") is
authorised and regulated by the FCA. Each of the Banks is acting
exclusively for the Company and no one else in connection with the
Capital Raising and will not regard any other person (whether or
not a recipient of this announcement) as a client in relation to
the Capital Raising and will not be responsible to anyone other
than the Company for providing the protections afforded to their
respective clients nor for giving advice in relation to the Capital
Raising or any transaction or arrangement referred to in this
announcement.
Apart from the responsibilities and liabilities, if any, which
may be imposed on the Banks by the FSMA or the regulatory regime
established thereunder, or under the regulatory regime of any
jurisdiction where exclusion of liability under the relevant
regulatory regime would be illegal, void or unenforceable, none of
the Banks, nor any of their respective affiliates, directors,
officers, employees or advisers, accepts any responsibility
whatsoever for, or makes any representation or warranty, express or
implied, as to, the contents of this announcement, including its
accuracy, completeness or verification, or for any other statement
made or purported to be made by it, or on its behalf, by the
Company, the Directors or any other person, in connection with the
Company or the Shares or the Capital Raising or Disposal and
nothing contained in this announcement is or shall be relied upon
as a promise or representation in this respect, whether as to the
past or future. Each of the Banks and their respective affiliates,
directors, officers, employees or advisers each accordingly
disclaims all and any liability whether arising in tort, contract
or otherwise which they might otherwise have in respect of this
announcement or any such statement. No representation or warranty
express or implied, is made by any of the Banks or any of their
respective affiliates, directors, officers, employees or advisers
as to the accuracy, completeness or sufficiency of the information
set out in this announcement.
No person has been authorised to give any information or to make
any representations other than those contained in this
announcement, the Prospectus, the Application Forms and the Offer
for Subscription Application Forms, and, if given or made, such
information or representations must not be relied on as having been
authorised by the Company, Goldman Sachs or Liberum. Subject to the
Listing Rules, the Prospectus Rules and the Transparency Rules of
the Financial Conduct Authority and the Disclosure Requirements (as
such term is defined in the Listing Rules), the issue of this
announcement shall not, in any circumstances, create any
implication that there has been no change in the affairs of the
Company since the date of this announcement or that the information
in it is correct as at any subsequent date.
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
ALSKZGMVRRRGGZM
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June 19, 2020 02:00 ET (06:00 GMT)
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