TIDMQRT
RNS Number : 8284B
Quarto Group Inc
04 February 2020
The Quarto Group Inc.
("Company", "Quarto" or "Group")
PDMR Dealing
The Quarto Group Inc., the illustrated book publisher and
distribution group, today announces that, following completion of
its open offer to raise gross proceeds of approximately GBP13.9
million (approximately $18.2 million) it has been notified that
Chuk Kin Lau, and parties closely associated with him now hold, in
aggregate, 16,274,569 shares of common stock of $0.10 ("Common
Shares"), representing 39.80% of the Company's issued share
capital. Specifically:
(a) 1010 Printing Limited, a company incorporated in Hong Kong
with registration number 1419686 ("1010 Printing"), and also a
company closely associated with Chuk Kin Lau, Chief Executive
Officer of the Company ("CK Lau"), acquired 7,720,154 Common Shares
at a price of 68 pence per Share on 3 February 2020
(b) CK Lau acquired 1,679,743 Common Shares at a price of 68
pence per Share on 3 February 2020.
Following these transactions, 1010 Printing holds 12,915,083
Common Shares representing 31.59% of Quarto's issued share capital
and CK Lau holds 3,359,486 Common Shares representing 8.22% of
Quarto's issued share capital, which in aggregate, makes a total
holding of 16,274,569 Common Shares representing 39.80% of the
Company's issued share capital.
The information set out below is provided in accordance with the
requirements of Article 19(3) of the EU Market Abuse Regulation No
596/2014.
1. Details of the person discharging managerial responsibilities/person
closely associated
a) Name: CK Lau
------------------------------------ ---------------------------------
2. Reason for the notification
-----------------------------------------------------------------------
a) Position/status: CEO
------------------------------------ ---------------------------------
b) Initial notification/Amendment: Initial Notification
------------------------------------ ---------------------------------
3. Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
-----------------------------------------------------------------------
a) Name: The Quarto Group Inc
------------------------------------ ---------------------------------
b) LEI: 549300BJ2WPX3QUATW58
------------------------------------ ---------------------------------
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 financial Shares of Common Stock
instrument, type of instrument: of US$0.10 each ("Shares")
Identification code: USU748092009
------------------------------------ ---------------------------------
b) Nature of the transaction: Acquisition of Shares
------------------------------------ ---------------------------------
c) Price(s) and volume(s): Price(s) Volume(s)
GBP0.68 1,679,743
----------
------------------------------------ ---------------------------------
d) Aggregated information: Single transaction as outlined
* Aggregated volume: in 4(c)
* Price:
------------------------------------ ---------------------------------
e) Date of the transaction: 3 February 2020
------------------------------------ ---------------------------------
f) Place of the transaction: London Stock Exchange
------------------------------------ ---------------------------------
1. Details of the person discharging managerial responsibilities/person
closely associated
a) Name: 1010 Printing Limited a
PCA of CK Lau, CEO of Quarto
Group Inc
------------------------------------ ---------------------------------
5. Reason for the notification
-----------------------------------------------------------------------
a) Position/status: PCA to the CEO of Quarto
Group Inc
------------------------------------ ---------------------------------
b) Initial notification/Amendment: Initial Notification
------------------------------------ ---------------------------------
6. Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
-----------------------------------------------------------------------
a) Name: The Quarto Group Inc
------------------------------------ ---------------------------------
b) LEI: 549300BJ2WPX3QUATW58
------------------------------------ ---------------------------------
7. 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 financial Shares of Common Stock
instrument, type of instrument: of US$0.10 each ("Shares")
Identification code: USU748092009
------------------------------------ ---------------------------------
b) Nature of the transaction: Acquisition of Shares
------------------------------------ ---------------------------------
c) Price(s) and volume(s): Price(s) Volume(s)
GBP0.68 7,720,154
----------
------------------------------------ ---------------------------------
d) Aggregated information: Single transaction as outlined
* Aggregated volume: in 4(c)
* Price:
------------------------------------ ---------------------------------
e) Date of the transaction: 3 February 2020
------------------------------------ ---------------------------------
f) Place of the transaction: London Stock Exchange
------------------------------------ ---------------------------------
The Quarto Group Inc.
+44 (0)20 7700
Michael Clarke, Chief Administrative Officer 9006
About The Quarto Group
The Quarto Group (LSE: QRT) creates a wide variety of books and
intellectual property products, with a mission to inspire life's
experiences. Produced in many formats for adults, children and the
whole family, our products are visually appealing, information rich
and stimulating.
The Group encompasses a diverse portfolio of imprints and
businesses that are creatively independent and expert in developing
long-lasting content across specific niches of interest.
Quarto sells and distributes its products globally in over 50
countries and 40 languages, through a variety of sales channels,
partnerships and routes to market.
Quarto employs c.330 talented people in the US and the UK. The
group was founded in London in 1976. It is domiciled in the US and
listed on the London Stock Exchange.
For more information, visit quarto.com or follow us on Twitter
at @TheQuartoGroup.
IMPORTANT NOTICE:
This announcement is for information purposes only 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 New Common Shares in any jurisdiction. No
offer or invitation to purchase or subscribe for, or any
solicitation to purchase or subscribe for New Common 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 U.S. Persons or persons in
Excluded Territories, and should not be distributed, forwarded to
or transmitted in or into or from any jurisdiction, where to do so
might constitute a violation of local securities laws or
regulations.
This announcement is not for release, publication or
distribution, directly or indirectly, in or into or from the United
States. This announcement is not an offer of securities for sale in
the United States. The New Common Shares 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, within the United
States, or offered, sold, taken up, exercised, resold, renounced,
transferred or delivered to, or for the account or benefit of, U.S.
Persons, 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.
Hedging transactions in the New Common Shares may not be conducted,
directly or indirectly, unless in compliance with the Securities
Act. No public offering of securities is being made in the United
States.
The New Common Shares have not been and will not be registered
under the applicable securities laws of any of the Excluded
Territories and, subject to certain limited exceptions, the New
Common Shares may not be offered or sold in the Excluded
Territories or to, or for the account or benefit of, any U.S.
Person or resident of the Excluded Territories. There will be no
public offer of securities in the Excluded Territories.
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 limited exceptions, this announcement should not be
distributed, forwarded to or transmitted in or into or from the
United States or any other Excluded Territory.
This announcement contains forward-looking statements that are
based on current expectations or beliefs, as well as assumptions
about future events. These forward-looking statements can be
identified by the fact that they do not relate only to historical
or current facts. Forward-looking statements often use words such
as "anticipate", "target", "expect", "estimate", "intend", "plan",
"goal", "believe", "will", "may", "should", "would", "could", "is
confident", or other words of similar meaning. Undue reliance
should not be placed on any such statements because they speak only
as at the date of this announcement and, by their very nature, they
are subject to known and unknown risks and uncertainties and can be
affected by other factors that could cause actual results, and
Quarto's plans and objectives, to differ materially from those
expressed or implied in the forward-looking statements.
There are a number of factors which could cause actual results
to differ materially from those expressed or implied in
forward-looking statements. Among the factors that could cause
actual results to differ materially from those described in the
forward-looking statements are: increased competition, the loss of
or damage to one or more key customer relationships, changes to
customer ordering patterns, delays in obtaining customer approvals
for engineering or price level changes, the failure of one or more
key suppliers, the outcome of business or industry restructuring,
the outcome of any litigation, changes in economic conditions,
currency fluctuations, changes in interest and tax rates, changes
in raw material or energy market prices, changes in laws,
regulations or regulatory policies, developments in legal or public
policy doctrines, technological developments, the failure to retain
key management, or the key timing and success of future acquisition
opportunities or major investment and research and development
projects.
The Company is not under any obligation to update or revise
publicly any forward-looking statement contained within this
announcement, whether as a result of new information, future events
or otherwise, other than in accordance with their legal or
regulatory obligations (including under the Listing Rules, the
Disclosure Guidance and Transparency Rules and the Prospectus
Rules).
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
DSHKKNBKBBKBCBK
(END) Dow Jones Newswires
February 04, 2020 02:01 ET (07:01 GMT)
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