TIDMFAN
RNS Number : 2116K
Volution Group plc
23 June 2014
NOT INTENDED TO PROMOTE THE SALE OF ANY SECURITIES, AND NOT FOR
RELEASE, DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN PART, DIRECTLY
OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA (THE "UNITED
STATES") (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF
THE UNITED STATES AND THE DISTRICT OF COLUMBIA), AUSTRALIA, CANADA
OR JAPAN OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO
DISTRIBUTE THIS ANNOUNCEMENT.
For immediate release
23 June 2014
Volution Group plc
Admission to Trading on the London Stock Exchange
Further to its announcement on 18 June 2014, Volution Group plc
is pleased to announce that its entire ordinary share capital of
200,000,000 ordinary shares has today been admitted to the premium
listing segment of the Official List of the UK Listing Authority
and to trading on the London Stock Exchange's main market for
listed securities under the ticker "FAN".
Enquiries
For further information please contact:
Volution Group plc +44 (0) 1709 770 000
Ronnie George, Chief Executive Officer
Ian Dew, Chief Financial Officer
Sponsor and Joint Bookrunner
Canaccord Genuity +44 (0) 20 7523 8000
Colin Christie
Piers Coombs
Peter Stewart
Chris Connors
Joint Bookrunner
Liberum +44 (0) 20 3100 2222
Peter Tracey
Neil Patel
Richard Bootle
Thomas Bective
Media Enquiries
Brunswick +44 (0) 20 7404 5959
Craig Breheny
Simone Selzer
Chris Buscombe
Important notice
This announcement does not constitute, or form part of, any
offer or invitation to sell or issue, or any solicitation of any
offer to purchase or subscribe for any securities in any
jurisdiction, including the United States, Australia, Canada, Japan
or in any jurisdiction in which such offer or sale would be
unlawful prior to registration, exemption from registration or
qualification under the securities laws of such jurisdiction.
Investors should not subscribe for or purchase any transferable
securities referred to in this announcement except on the basis of
information in the prospectus (the "Prospectus") published by
Volution Group plc (the "Company") on 18 June 2014 in connection
with today's admission of the Company's ordinary shares to the
premium listing segment of the Official List of the UK Listing
Authority and to trading on the London Stock Exchange's main market
for listed securities (together, "Admission"). Copies of the
Prospectus are, subject to certain access restrictions, available
for inspection from the Company's registered office: Vent-Axia,
Fleming Way, Crawley, West Sussex, RH10 9YX and on the Company's
website at www.volutionholdings.com.
The Offer and the distribution of this announcement and other
information in connection with the Offer in certain jurisdictions
may be restricted by law and persons into whose possession this
announcement, any 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. Neither this announcement nor any part of it nor the
fact of its distribution shall form the basis of or be relied on in
connection with or act as an inducement to enter into any contract
or commitment whatsoever.
This announcement is not for distribution, directly or
indirectly, in or into the United States (including its territories
and possessions, any State of the United States and the District of
Columbia), Australia, Canada or Japan or any other jurisdiction
where it is unlawful to distribute this announcement. In
particular, this announcement is not an offer of securities for
sale in the United States. The securities proposed to be offered by
the Company have not been and will not be registered under the U.S.
Securities Act of 1933, as amended (the "Securities Act") or under
any securities laws of any State or other jurisdiction of the
United States, 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.
There will be no public offer of the securities referred to herein
in any jurisdiction, including in the United States, Australia,
Canada or Japan. The securities referred to herein have not been
registered under the applicable securities laws of Australia,
Canada or Japan and, subject to certain exceptions, may not be
offered or sold within Australia, Canada or Japan or to any
national, resident or citizen of Australia, Canada or Japan.
This announcement is only addressed to and directed at persons
in member states of the European Economic Area ("EEA") who are
qualified investors within the meaning of Article 2(1)(e) of the
Prospectus Directive (Directive 2003/71/EC), as amended ("Qualified
Investors"). In addition, in the United Kingdom, this announcement
is addressed and directed only at Qualified Investors who (i) are
persons 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 (the
"Order"), (ii) are persons who are high net worth entities falling
within Article 49(2)(a) to (d) of the Order, and (iii) to persons
to whom it may otherwise be lawful to communicate it to (all such
persons being referred to as "relevant persons"). Any investment or
investment activity to which this announcement relates is available
only to relevant persons in the United Kingdom and Qualified
Investors in any member state of the EEA other than the United
Kingdom, and will be engaged in only with such persons. Other
persons should not rely or act upon this announcement or any of its
contents.
Canaccord Genuity and Liberum, each of which is authorised and
regulated solely by the Financial Conduct Authority, are acting
exclusively for the Company and Windmill Holdings B.V. and no one
else in connection with the Offer and Admission, and will not
regard any other person as its client in relation to the Offer and
will not be responsible to anyone other than the Company and
Windmill Holdings B.V. for providing the protections afforded to
their respective clients, nor for providing advice in relation to
the Offer or the contents of this announcement or any transaction,
arrangement or other matter referred to herein.
In connection with the Offer, Canaccord Genuity and Liberum and
any of their respective affiliates, acting as investors for their
own accounts, may subscribe for or purchase Ordinary Shares and in
that capacity may retain, purchase, sell, offer to sell or
otherwise deal for their own accounts in such Ordinary Shares and
other securities of the Company or related investments in
connection with the Offer or otherwise. Accordingly, references in
the Prospectus to the Ordinary Shares being offered, subscribed,
acquired, placed or otherwise dealt in should be read as including
any issue or offer to, or subscription, acquisition, placing or
dealing by Canaccord Genuity and Liberum and any of their
respective affiliates acting as investors for their own accounts.
In addition, certain of Canaccord Genuity and Liberum or their
respective affiliates may enter into financing arrangements and
swaps in connection with which they or their affiliates may from
time to time acquire, hold or dispose of Ordinary Shares. None of
Canaccord Genuity and Liberum intends to disclose the extent of any
such investment or transactions otherwise than in accordance with
any legal or regulatory obligations to do so.
None of Canaccord Genuity and Liberum, nor any of their
respective subsidiary undertakings, affiliates or any of their
respective partners, directors, officers, employees, advisers,
agents or any other person accepts any responsibility or liability
whatsoever for, or makes any representation or warranty, express or
implied, as to the truth, accuracy, completeness or fairness of the
information or opinions in this announcement (or whether any
information has been omitted from the announcement) or any other
information relating to the Company, its subsidiaries or associated
companies, whether written, oral or in a visual or electronic form,
and howsoever transmitted or made available or for any loss
howsoever arising from any use of this announcement or its contents
or otherwise arising in connection therewith.
This information is provided by RNS, the company news service
from the London Stock Exchange.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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