TIDMTUNE
RNS Number : 5834J
Focusrite PLC
22 December 2020
HIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM
AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA, THE UNITED
STATES OR ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE
UNLAWFUL.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR A
SOLICITATION TO BUY SECURITIES IN ANY JURISDICTION, INCLUDING
AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR THE
UNITED STATES.
PLEASE SEE THE IMPORTANT NOTICE AT THE OF THIS ANNOUNCEMENT.
Focusrite plc
("Focusrite" or the "Group")
Completion of Secondary Placing of Shares and
Notification of Director/PCA Dealings
Focusrite plc (LSE AIM: TUNE), the global music and audio
products company, is pleased to confirm that, further to the
Group's announcement earlier today, Phil Dudderidge (Executive
Chairman and Founder) and Jennifer Dudderidge (his closely
associated person), have sold shares at 1000 pence per sale share
in order to satisfy institutional demand from new and existing
investors (the "Sale"). In aggregate, 1,515,000 Ordinary Shares
were subject to the Sale, representing approximately 2.6% of the
Group's issued share capital.
The Group will not receive any proceeds from the Sale. The Sale
was executed by Panmure Gordon (UK) Limited ("Panmure Gordon") who
is the Company's Nominated Adviser and Broker.
Following the Sale, Phil Dudderidge and Jennifer Dudderidge will
together have a beneficial interest in 19,266,000 Ordinary Shares
representing 33.2% of the Group's issued share capital.
Phil Dudderidge and Jennifer Dudderidge have both agreed with
Panmure Gordon that these remaining 19,266,000 Ordinary Shares will
be subject to a six month orderly market agreement from the date of
this notification.
-ends-
Enquiries:
Focusrite plc: +44 1494 836301
Tim Carroll (CEO)
Jeremy Wilson (CFO)
Panmure Gordon (Nominated Adviser and Broker) +44 20 7886 2500
Freddy Crossley / Alina Vaskina
Rupert Dearden / Erik Anderson
Belvedere Communications +44 20 3687 2756
John West
Llew Angus
Notification and public disclosure of transactions by persons
discharging managerial responsibilities and persons closely
associated with them.
1 Details of the person discharging managerial responsibilities
/ person closely associated
a) Names 1. Phil Dudderidge
2. Jennifer Dudderidge
-------------------------- ----------------------------------------
2 Reason for the notification
--------------------------------------------------------------------
a) Position/status 1. Executive Chairman and Founder
2. Person closely associated with Phil
Dudderidge
-------------------------- ----------------------------------------
b) Initial notification Initial Notification
/Amendment
-------------------------- ----------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
--------------------------------------------------------------------
a) Name Focusrite plc
-------------------------- ----------------------------------------
b) LEI 213800JJ51KA4LOTF736
-------------------------- ----------------------------------------
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 the Ordinary Shares of 0.1p each
financial instrument,
type of instrument
-------------------------- ----------------------------------------
b) Identification code GB00BSBMW716
-------------------------- ----------------------------------------
c) Nature of the transaction Sale of Ordinary Shares
-------------------------- ----------------------------------------
d) Price(s) and volume(s) Price(s) Volume(s)
1000p 1,515,000 Ordinary
Shares
-------------------
-------------------------- ----------------------------------------
d) Aggregated information
- Aggregated volume As above
- Price
-------------------------- ----------------------------------------
e) Date of the transaction 22.12.2020
-------------------------- ----------------------------------------
f) Place of the transaction London Stock Exchange
-------------------------- ----------------------------------------
IMPORTANT NOTICE
The distribution of this announcement and the offer and sale of
the Sale Shares in certain jurisdictions may be restricted by law.
The Sale Shares may not be offered to the public in any
jurisdiction in circumstances which would require the preparation
or registration of any prospectus or offering document relating to
the Sale Shares in such jurisdiction. No action has been taken by
Focusrite Plc, Panmure Gordon or any of their respective affiliates
that would permit an offering of the Sale Shares or possession or
distribution of this announcement or any other offering or
publicity material relating to such securities in any jurisdiction
where action for that purpose is required.
This announcement is not for publication, distribution or
release, directly or indirectly, in or into the United States of
America (including its territories and dependencies, any State of
the United States and the District of Columbia), Australia, Canada,
Japan or Republic of South Africa or any other jurisdiction where
such an announcement would be unlawful. The distribution of this
announcement may be restricted by law in certain jurisdictions and
persons into whose possession this document or other information
referred to herein comes should inform themselves about and observe
any such restriction. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such
jurisdiction.
The securities referred to herein have not been and will not be
registered under the U.S. Securities Act of 1933, as amended (the
"Securities Act"), and may not be offered or sold in the United
States except pursuant to an exemption from, or in a transaction
not subject to, the registration requirements of the Securities
Act. Neither this document nor the information contained herein
constitutes or forms part of an offer to sell or the solicitation
of an offer to buy securities in the United States. There will be
no public offer of any securities in the United States or in any
other jurisdiction.
In member states of the European Economic Area ("EEA") which
have implemented the Prospectus Directive (each, a "Relevant Member
State"), this announcement and any offer if made subsequently is
directed exclusively at persons who are 'qualified investors'
within the meaning of the Prospectus Directive ("Qualified
Investors"). For these purposes, the expression 'Prospectus
Directive' means Directive 2003/71/EC (and amendments thereto,
including the 2010 PD Amending Directive, to the extent implemented
in a Relevant Member State), and includes any relevant implementing
measure in the Relevant Member State and the expression '2010 PD
Amending Directive' means Directive 2010/73/EU. In the United
Kingdom this announcement is directed exclusively at Qualified
Investors (i) who have professional experience in matters relating
to investments falling within Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005, as
amended (the "Order") or (ii) who fall within Article 49(2) (A) to
(D) of the Order, or (iii) to whom it may otherwise lawfully be
communicated.
This announcement is not an offer of securities or investments
for sale nor a solicitation of an offer to buy securities or
investments in any jurisdiction where such offer or solicitation
would be unlawful. No action has been taken that would permit an
offering of the securities or possession or distribution of this
announcement in any jurisdiction where action for that purpose is
required. Persons into whose possession this announcement comes are
required to inform themselves about and to observe any such
restrictions.
Panmure Gordon is authorised and regulated by the Financial
Conduct Authority in the United Kingdom, and is acting exclusively
for the Company and the selling shareholders and for no one else in
connection with the Sale and will not regard any other person as a
client in relation to the Sale and will not be responsible to any
other person for providing the protections afforded to its clients
nor for providing advice in relation to the Sale or any other
matter referred to in this announcement.
This document includes statements that are, or may be deemed to
be, forward-looking statements. These forward-looking statements
may be identified by the use of forward-looking terminology,
including the terms "intends", "expects", "will", or "may", or, in
each case, their negative or other variations or comparable
terminology, or by discussions of strategy, plans, objectives,
goals, future events or intentions. These forward-looking
statements include all matters that are not historical facts. Any
forward-looking statements are subject to risks relating to future
events and assumptions relating to Focusrite Plc's business, in
particular from changes in political conditions, economic
conditions, evolving business strategy, or the retail industry. No
assurances can be given that the forward-looking statements in this
document will be realised. As a result, no undue reliance should be
placed on these forward-looking statements as a prediction of
actual results or otherwise.
This information is provided by RNS, the news service of the
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END
DSHQLLFLBLLBFBQ
(END) Dow Jones Newswires
December 22, 2020 11:07 ET (16:07 GMT)
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