Colefax Group PLC Result of Tender Offer (2880N)
September 22 2023 - 2:00AM
UK Regulatory
TIDMCFX
RNS Number : 2880N
Colefax Group PLC
22 September 2023
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART
IN, INTO OR FROM THE UNITED STATES OR ANY JURISDICTION WHERE TO DO
SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS
OF THAT JURISDICTION.
Capitalised terms in this announcement, unless otherwise
defined, have the same meanings given to them in the Circular
published by the Company and sent to Eligible Shareholders on 1
September 2023 (the "Circular").
COLEFAX GROUP PLC
("Colefax", the "Group" or the "Company")
Result of Tender Offer
Purchase of Own Shares
and
Total Voting Rights
Colefax is pleased to announce the final results of the Tender
Offer, details of which were set out in the Circular.
The Company confirms that the Tender Price is 700 pence, being
the lower of: (i) 700 pence; and (ii) 760 pence, being 105 per
cent. of the average closing mid-market price per Share as derived
from the London Stock Exchange Daily Official List over the five
Business Days immediately preceding 22 September 2023 (being the
date on which the Shares are to be purchased). The maximum
aggregate number of Shares that could have been purchased pursuant
to the Tender Offer was 1,013,254 Shares (representing 14.0 per
cent. of the Company's issued ordinary share capital).
A total of 1,026,365 Shares (representing 14.2 per cent. of the
Company's issued ordinary share capital) were validly tendered by
Eligible Shareholders under the Tender Offer. Tenders in excess of
a Shareholder's Basic Entitlement were only accepted where other
Shareholders tendered less than their Basic Entitlement or did not
tender any Shares and were scaled back on a pro rata basis (save
that tenders from Shareholders who held 1,000 Shares or less were
accepted in full). As a result, a total of 1,013,254 Shares will
therefore be purchased under the Tender Offer (representing 14.0
per cent. of the Company's issued ordinary share capital). The
total value of all Shares purchased is GBP7.1 million.
Under the terms of the Repurchase Agreement, Peel Hunt has a put
option exercisable on 22 September 2023 to require the Company to
purchase from Peel Hunt the Shares purchased pursuant to the Tender
Offer at the Tender Price. The Shares purchased by the Company
pursuant to the exercise of the put option will be cancelled (the
"Cancellation").
On completion of the Tender Offer and the Cancellation, the
Company's issued ordinary share capital will be 6,224,281 Shares
and the total number of voting rights in the Company will be
6,224,281. 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 Disclosure Guidance and
Transparency Rules of the Financial Conduct Authority.
It is expected that cheques for Tender Offer proceeds in respect
of successfully tendered Shares will be dispatched and CREST
payments made on 29 September 2023. Any queries concerning the
calculation of accepted tenders and administration of the Tender
Offer should be addressed to Computershare Investor Services PLC on
+44 (0)370 889 3295.
As a result of the Tender Offer, there have been the following
changes to the holdings of the following Directors and their
connected persons:
Name Number of shares Holding of % of issued
successfully shares following share capital
tendered the Tender Offer following the
Tender Offer
David Green 183,373(1) 1,129,513 18.1%
Robert Barker 16,194(2) 99,486 1.6%
Key Hall 8,000 110,970 1.8%
Wendy Nicholls 9,675 59,437 1.0%
Enquiries:
Colefax Group plc
David Green, Chief Executive
Rob Barker, Finance Director +44 (0)20 7318 6000
Peel Hunt LLP (NOMAD and broker)
Adrian Trimmings
Andrew Clark
Lalit Bose +44 (0)20 7418 8900
KTZ Communications
Katie Tzouliadis
Robert Morton +44 (0)20 3178 6378
Important notice
Disclaimer
This announcement has been issued by and is the sole
responsibility of the Company.
Peel Hunt LLP, which is authorised and regulated by the FCA in
the United Kingdom, is acting for Colefax Group Plc in relation to
the Tender Offer and no one else and will not be responsible to
anyone other than the Company for providing the protections
afforded to the customers of Peel Hunt LLP nor for providing any
advice in relation to the Tender Offer and/or any other matter
referred to in this announcement.
(1) The Shares successfully tendered by David Green comprise of
141,878 Shares in his name and 41,995 Shares in his wife's
name.
(2) The Shares successfully tendered by Robert Barker comprise
of 8,097 Shares in his name and 8,097 Shares in his wife's
name.
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.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
RTEEANNFASPDEFA
(END) Dow Jones Newswires
September 22, 2023 02:00 ET (06:00 GMT)
Colefax (LSE:CFX)
Historical Stock Chart
From Sep 2024 to Oct 2024
Colefax (LSE:CFX)
Historical Stock Chart
From Oct 2023 to Oct 2024