TIDMAO.
RNS Number : 9848A
AO World plc
30 March 2017
THIS ANNOUNCEMENT, INCLUDING THE APPENDIX AND THE INFORMATION
CONTAINED IN IT, IS RESTRICTED AND IS NOT FOR PUBLIC RELEASE,
PUBLICATION, OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN,
HONG KONG, NEW ZEALAND, SINGAPORE, SOUTH AFRICA OR ANY OTHER
JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION
WOULD BE UNLAWFUL. PLEASE SEE "IMPORTANT NOTICE" BELOW.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR IMMEDIATE
RELEASE.
AO World Plc
("AO World" or the "Company")
RESULTS OF PLACING
30 March 2017
AO World is pleased to announce the results of the placing
announced earlier today (the "Placing").
A total of 37,735,849 new ordinary shares of 0.25 pence each in
the Company (the "Placing Shares") representing approximately 9.0
per cent. of the Company's existing issued ordinary share capital
(excluding any treasury shares) have been placed at a price of
132.5 pence per Placing Share (the "Placing Price") raising
proceeds of GBP50 million (before expenses), subject to
completion.
The Placing Shares, when issued, will be fully paid and will
rank pari passu in all respects with the existing ordinary shares
of 0.25 pence each in the Company including the right to receive
all dividends and other distributions declared, made or paid after
the date of issue of the Placing Shares.
Jefferies International Limited ("Jefferies") and Numis
Securities Limited ("Numis", and together with Jefferies, the
"Joint Bookrunners") acted as joint bookrunners in respect of the
Placing. Rothschild acted as financial adviser to the Company.
Admission
Applications have been made for admission of the Placing Shares
to the premium listing segment of the Official List of the
Financial Conduct Authority (the "FCA") and to trading on the main
market for listed securities of the London Stock Exchange plc
(together, "Admission"). It is expected that Admission will take
place at 8.00 a.m. on 3 April 2017 at which time dealings in the
Placing Shares will commence. The Placing is conditional upon,
inter alia, Admission becoming effective and upon the placing
agreement between the Company, Jefferies and Numis becoming
unconditional and not being terminated.
Total voting rights
Following Admission, the Company will have 458,788,480 ordinary
shares of 0.25 pence each in issue. There are no ordinary shares
held in treasury.
Therefore, the Company hereby confirms that the total number of
voting rights in the Company will, following Admission, be
458,788,480. 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 FCA's Disclosure Guidance and
Transparency Rules.
Smaller related party transactions
Steve Caunce, John Roberts, Mark Higgins and Chris Hopkinson are
each a related party of the Company for the purposes of the Listing
Rules. Steve Caunce and John Roberts have participated in the
Placing in respect of 1,509,433 Placing Shares each at the Placing
Price and Chris Hopkinson has participated in the Placing in
respect of 754,716 Placing Shares at the Placing Price. The issues
of shares to Steve Caunce, John Roberts and Chris Hopkinson
constitute smaller related party transactions under Listing Rule
11.1.10R. Mark Higgins has participated in the Placing in respect
of 3,773 Placing Shares at the Placing Price.
For further information, please contact:
AO World Plc +44 (0)1204 672400
Mark Higgins
Chief Financial Officer
Jefferies +44 (0)20 7029 8000
Nick Adams
Lee Morton
Max Jones
Numis +44 (0)20 7260 1000
Alex Ham
Luke Bordewich
Michael Burke
Rothschild +44 (0)20 7280 5000
Bod Buckby
Jonathan Finn
Tulchan Communications +44(0) 20 7353 4200
Susanna Voyle ao@tulchangroup.com
Michelle Clarke
IMPORTANT NOTICE
This Announcement is for information only and does not
constitute an offer to sell, or a solicitation of an offer to buy
or otherwise acquire, any securities in any jurisdiction. Persons
needing advice should consult an independent financial adviser.
This Announcement has been issued by and is the sole
responsibility of the Company. No representation or warranty,
express or implied, is or will be made as to, or in relation to,
and no responsibility or liability is or will be accepted by the
Joint Bookrunners or by any of their respective affiliates or
agents as to or in relation to, the accuracy or completeness of
this Announcement or any other written or oral information made
available to or publicly available to any interested party or its
advisers, and any liability therefore is expressly disclaimed.
Each of the Joint Bookrunners are authorised and regulated by
the Financial Conduct Authority and are acting for the Company in
connection with the Placing and no-one else and will not be
responsible to anyone other than the Company for providing the
protections afforded to its clients nor for providing advice in
relation to the Placing, the contents of this announcement or any
transaction or any other matters referred to herein. In connection
with the Placing, each of the Joint Bookrunners and any of their
respective affiliates, acting as investors for their own accounts,
may subscribe for or purchase Placing Shares and in that capacity
may retain, purchase, sell, offer to sell or otherwise deal for
their own accounts in such Placing Shares and other securities of
the Company or related investments in connection with the Placing
or otherwise.
The distribution of any information in this Announcement and the
offer, sale and delivery of the Placing Shares in certain
jurisdictions may be restricted by law. No action has been taken by
the Company or the Joint Bookrunners that would permit an offering
of such shares or possession or distribution of this Announcement
or any other offering or publicity material relating to such shares
in any jurisdiction where action for that purpose is required.
Persons into whose possession this Announcement comes are required
by the Company and the Joint Bookrunners to inform themselves
about, and to observe, any such restrictions.
This Announcement may contain statements that are, or are deemed
to be, forward-looking statements. In some instances,
forward-looking looking statements can be identified by the use of
terms such as "projects", "forecasts", "anticipates", "expects",
"believes", "intends", "may", "will" or "should" or, in each case,
their negative or other variations or comparable terminology.
Forward-looking statements are subject to a number of known and
unknown risks and uncertainties that may cause actual results and
events to differ materially from those expressed in or implied by
such forward-looking statements, including, but not limited to:
general economic and business conditions; demand for the Company's
products and services; competitive factors in the industries in
which the Company operates; exchange rate fluctuations;
legislative, fiscal and regulatory developments; political risks;
terrorism, acts of war and pandemics; changes in law and legal
interpretations; and the impact of technological change.
Forward-looking statements speak only as of the date of such
statements and, except as required by applicable law, the Company
undertakes no obligation to update or revise publicly any
forward-looking statements, whether as a result of new information,
future events or otherwise. The information contained in this
Announcement is subject to change without.
The Placing Shares have not been and will not be registered
under the US Securities Act of 1933, as amended (the "Securities
Act"), or with any securities regulatory authority of any state or
other jurisdiction of the United States, and may not be offered,
sold, resold, pledged, delivered, distributed or transferred,
directly or indirectly, into or within the United States except
pursuant to an 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 has been and will be
no public offering of the Placing Shares in the United States.
The Placing Shares have not been and will not be registered
under the applicable securities laws of Australia, Canada, Japan,
Hong Kong, New Zealand, Singapore or South Africa and, subject to
certain exceptions, may not be offered or sold, directly or
indirectly, in Australia, Canada, Japan, Hong Kong, New Zealand,
Singapore or South Africa. There has been and will be no public
offering of the Placing Shares in Australia, Canada, Japan, Hong
Kong, New Zealand, Singapore, South Africa or any other
jurisdiction.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IOEJMMFTMBIJMMR
(END) Dow Jones Newswires
March 30, 2017 02:44 ET (06:44 GMT)
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