TIDMSHRE
RNS Number : 2751R
Share PLC
26 June 2020
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION
WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR
REGULATIONS OF SUCH JURISDICTION
FOR IMMEDIATE RELEASE
26 June 2020
Recommended Offer
for
Share plc
by
Antler Holdco Limited ("ii")
(the holding company of Interactive Investor and the ii
Group)
ISSUE OF SHARES TO SATISFY OUTSTANDING OPTIONS
Introduction
On 17 February 2020, the boards of ii and Share plc announced
that they had reached agreement on the terms of a recommended share
and cash offer by ii for the entire issued and to be issued share
capital of Share plc (the "Offer"). The Offer is to be effected by
means of a scheme of arrangement under Part 26 of the Companies Act
2006 (the "Scheme"). On 13 March 2020 it was announced that the
circular in relation to the Scheme (the "Scheme Document") had been
published and posted on that date to Share plc Shareholders.
Issue of Shares
On 26 June 2020, the board of Share plc approved the allotment
and issue of 7,144,391 new Share plc Shares (the "Share Scheme
Shares") in order to enable participants in the Share plc Share
Schemes to exercise their vested options immediately following
sanction of the Scheme and to receive the Share plc Share Schemes
Offer Consideration in respect of any Share plc Shares acquired
pursuant to such exercise.
Application has been made for the Share Scheme Shares to be
admitted to trading on AIM which is expected to occur on 2 July
2020. The Share Scheme Shares rank pari passu in all respects with
the existing Ordinary Shares.
Following the issue of the Share Scheme Shares, the Company will
have 150,796,725 Ordinary Shares in issue and no Ordinary Shares in
treasury. Therefore, the total voting rights in Share plc will be
150,796,725. This figure may be used by shareholders 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 Company under the Financial Conduct Authority's
Disclosure Guidance and Transparency Rules.
The expected timetable of events relating to the Scheme, and
proposed suspension and cancellation of the Company's Ordinary
Shares to trading on AIM, remains as set out in the announcement
dated 12 June 2020.
General
Terms used but not defined in this announcement shall have the
meaning given to them in the Scheme Document.
Enquiries:
ii/Interactive Investor
Richard Wilson Tel: +44 (0) 207 930 0777
Barry Bicknell
Rothschild & Co (Financial Adviser to ii)
Stephen Fox Tel: +44 (0) 20 7280 5000
Toby Ross
Peter Brierley
TB Cardew (PR Adviser to ii)
Tom Allison Tel: +44 (0) 20 7930 0777
Shan Shan Willenbrock
Share plc
Gavin Oldham OBE, Executive Chairman Tel: +44 (0) 1296
414141
Richard Stone, Chief Executive
Mike Birkett, Finance Director
Stephens (Financial Adviser to Share plc)
Hugh Elwes Tel: +44 (0) 20 3757 9900
Jake Delaney
Cenkos Securities plc (Nominated Adviser and broker to Share
plc)
Mark Connelly Tel: +44 (0) 20 7397 8900
Katy Birkin
KTZ Communications (Financial Public Relations Adviser to Share
plc)
Katie Tzouliadis Tel: +44 (0) 20 3178 6378
Dan Mahoney
Important notices
N.M. Rothschild and Sons Limited ("Rothschild & Co"), which
is authorised and regulated by the FCA in the United Kingdom, is
acting as financial adviser to ii and no one else in connection
with the matters described in this announcement and will not be
responsible to anyone other than ii for providing the protections
afforded to clients of Rothschild & Co nor for providing advice
in connection with any matter referred to herein. Neither
Rothschild & Co nor any of its affiliates (nor their respective
directors, officers, employees or agents) owes or accepts any duty,
liability or responsibility whatsoever (whether direct or indirect,
whether in contract, in tort, under statute or otherwise) to any
person who is not a client of Rothschild & Co in connection
with this announcement, any statement contained herein, the Offer
or otherwise.
Stephens Europe Limited ("Stephens"), which is authorised and
regulated by the FCA in the United Kingdom, is acting as financial
adviser to Share plc and no one else in connection with the matters
described in this announcement and will not be responsible to
anyone other than Share plc for providing the protections afforded
to clients of Stephens nor for providing advice in connection with
any matter referred to herein. Neither Stephens nor any of its
affiliates (nor their respective directors, officers, employees or
agents) owes or accepts any duty, liability or responsibility
whatsoever (whether direct or indirect, whether in contract, in
tort, under statute or otherwise) to any person who is not a client
of Stephens in connection with this announcement, any statement
contained herein, the Offer or otherwise.
Cenkos Securities plc ("Cenkos"), which is authorised and
regulated by the FCA in the United Kingdom, is acting as nominated
adviser and broker to Share plc and no one else in connection with
the matters described in this announcement and will not be
responsible to anyone other than Share plc for providing the
protections afforded to clients of Cenkos nor for providing advice
in connection with any matter referred to herein. Neither Cenkos
nor any of its affiliates (nor their respective directors,
officers, employees or agents) owes or accepts any duty, liability
or responsibility whatsoever (whether direct or indirect, whether
in contract, in tort, under statute or otherwise) to any person who
is not a client of Cenkos in connection with this announcement, any
statement contained herein, the Offer or otherwise.
Further information
This announcement is not intended to and does not constitute, or
form part of, any offer to sell or subscribe for or an invitation
to purchase or subscribe for any securities or the solicitation of
any vote or approval in any jurisdiction pursuant to the Offer or
otherwise, nor shall there be any sale, issuance or transfer of
securities of Share plc in any jurisdiction in contravention of
applicable law. This announcement does not constitute a prospectus
or a prospectus equivalent document.
Publication of this Announcement
A copy of this announcement will be available subject to certain
restrictions relating to persons resident in Restricted
Jurisdictions on ii.co.uk/share and
https://www.share.com/share-plc.
The contents of Interactive Investor's website and Share plc's
website are not incorporated into and do not form part of this
announcement.
Share plc shareholders may request a hard copy of this
announcement and the Scheme Document (and any information
incorporated by reference in the Scheme Document) by contacting
Share plc at Oxford House, Oxford Road, Aylesbury, Buckinghamshire,
HP21 8SZ or by telephoning 01296 414141 or by emailing
agm@share.co.uk. Share plc Shareholders may also request that all
future documents, announcements and information in relation to the
Offer be sent in hard copy form.
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
IOEFLFFERFIRFII
(END) Dow Jones Newswires
June 26, 2020 11:30 ET (15:30 GMT)
Grafico Azioni Share (LSE:SHRE)
Storico
Da Mar 2024 a Apr 2024
Grafico Azioni Share (LSE:SHRE)
Storico
Da Apr 2023 a Apr 2024
