TIDMSOS
RNS Number : 7392Z
Sosandar PLC
25 May 2021
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN
WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE
UNITED STATES, CANADA, AUSTRALIA, NEW ZEALAND, THE REPUBLIC OF
SOUTH AFRICA, THE REPUBLIC OF IRELAND OR JAPAN OR ANY OTHER
JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION. PLEASE SEE THE
IMPORTANT NOTICES AT THE OF THIS ANNOUNCEMENT.
Sosandar plc
("Sosandar" or the " Company ")
Result of Fundraise
Sosandar plc (AIM: SOS) is pleased to announce that it has
conditionally raised gross proceeds of approximately GBP5.77
million via the Placing, Subscription and PrimaryBid Offer
(together the "Fundraise") from existing and new investors at the
Issue Price of 20 pence per share. The Placing and the PrimaryBid
Offer were both substantially oversubscribed.
A total of 26,190,210 Placing Shares have been placed by N+1
Singer, raising gross proceeds of approximately GBP5.24 million. In
addition, Andrew Booth a Non-Executive Director of the Company, has
subscribed for 150,000 Subscription Shares, raising gross proceeds
of GBP30,000. Concurrent with the Placing, certain investors have
also subscribed for 2,500,000 PrimaryBid Shares, raising gross
proceeds of GBP0.5 million. The Placing Shares, the Subscription
Shares and the PrimaryBid Shares together represent approximately
15 per cent. of the existing issued share capital of the
Company.
The Placing, the Subscription and the PrimaryBid Offer are
conditional upon, amongst other things, Admission becoming
effective. The Placing is also conditional on the Placing Agreement
not being terminated in accordance with its terms.
N+1 Singer is acting as agent for and on behalf of the Company
in respect of the Placing.
Ali Hall and Julie Lavington, Co-CEOs, commented:
"We are delighted to have completed our successful fundraise,
with both new and existing shareholders showing their support for
the business and our growth plans. We are grateful for the strength
of support shown by our existing shareholders and would like to
welcome new investors to the Company.
Over the past twelve months we have demonstrated our agility by
delivering increased sales, better cost efficiencies, increased
engagement with customers and an expanded product range despite a
very challenging and volatile market backdrop. It is clear that we
have an offering that is resonating well with our customers and the
desirability of our product range has been shown by being chosen to
appear on the platforms of three major British retailers.
We see many opportunities for growth both on our own site and
through retail partners in the coming months and beyond. The
proceeds from the Placing will provide us with the balance sheet
flexibility to enable us to capitalise on these opportunities.
As we look forward, we are excited and optimistic about the
Group's future prospects. With improved visibility alongside the
loosening of restrictions we have seen an increase in sales across
all key categories, in particular colourful dresses, tops and denim
as customers prepare for a busy summer. As a pureplay ecommerce
business, Sosandar is also well positioned to benefit from the
accelerated adoption of shopping online. The scale of our
opportunity has only increased over the past 12 months, and our
recent financial performance reaffirms our belief that there is
significant further demand for our products within our target
market ."
Participation by Andrew Booth Non-Executive Director in the
Subscription
The Participating Director has agreed to subscribe for
Subscription Shares. The number of Subscription Shares subscribed
by the Participating Director and his resulting shareholding on
Admission are set out below:
Percentage of
issued share
Number of Subscription Number of Ordinary capital (as enlarged
Shares subscribed Shares held by the Fundraise)
Name for on Admission on Admission
Andrew Booth 150,000 150,000 0.07%
Andrew Booth's participation in the Subscription is conditional
upon certain matters and events including, amongst other things,
Admission becoming effective at 8.00 a.m. on 28 May 2021 (but in
any event by no later than 24 June 2021 ).
Related Party Transaction
Further to the announcement released by the Company at 5.00 p.m.
on 24 May 2021 , Octopus Investments Nominees Limited ("Octopus",
4,302,797 Placing Shares) has confirmed its participation in the
Placing. As at the date of this announcement, Octopus holds
23,076,693 Ordinary Shares, representing approximately 12.0 per
cent. of the Company's existing issued share capital. As a
Substantial Shareholder (as defined in the AIM Rules), the
participation of Octopus in the Placing constitutes a related party
transaction pursuant to Rule 13 of the AIM Rules.
The Directors (all of whom are regarded as being independent of
Octopus ), having consulted with N+1 Singer, the Company's
nominated adviser, consider that the participation by Octopus in
the Placing is fair and reasonable in so far as shareholders are
concerned.
Admission and Dealings
Application will be made to the London Stock Exchange for the
admission of 26,190,210 Placing Shares, 150,000 Subscription Shares
and 2,500,000 PrimaryBid Shares to trading on AIM and dealings in
the Placing Shares, the Subscription Shares and the PrimaryBid
Shares are expected to commence at 8.00 a.m. on or around 28 May
2021.
Total Voting Rights
Immediately following Admission, the Company's issued share
capital (as enlarged by the Fundraise) is expected to comprise
221,108,332 Ordinary Shares. Each Ordinary Share has one voting
right. No Ordinary Shares are held in treasury. Accordingly,
immediately following Admission, the total number of voting rights
will be 221,108,332 . From Admission, this figure may be used by
shareholders as the denominator for the calculation 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.
Enquiries
Sosandar plc www.sosandar.com
Julie Lavington / Ali Hall, Joint CEOs c/o Alma PR
Steve Dilks, CFO
N+1 Singer
Peter Steel / Kailey Aliyar / Hannah Woodley +44 (0) 20 7496 3000
Alma PR Limited (Financial PR) +44 (0) 20 3405 0205
Susie Hudson / Sam Modlin / Molly Gretton sosandar@almapr.co.uk
About Sosandar plc
Sosandar is an online womenswear brand, specifically targeted at
a generation of women who have graduated from throwaway fashion and
are looking for quality, affordable clothing with a premium,
trend-led aesthetic. This is a section of the market that is
currently being underserved.
Sosandar was launched in September 2016. The Sosandar business
model is built around using trend-led, exclusive designs produced
in-house and then manufactured using a variety of global suppliers.
Sosandar caters for a growing market of fashion-conscious women,
while utilising an outsourced logistics provider that can support
its planned growth over the coming years.
Sosandar's founders are Ali Hall and Julie Lavington, who
previously launched and ran high street fashion magazine Look, as
editor and publishing director respectively. They have a combined
experience of over 35 years in the fashion industry.
More information is available at www.sosandar-ir.com
Definitions
Capitalised terms used in this announcement shall, unless
defined in this announcement or unless the context provides
otherwise, bear the same meaning ascribed to such terms in the
announcement made by the Company at 5.00 p.m. on 24 May 2021 to
announce the launch of the Fundraise.
Important Notice
N+1 Singer is acting as agent for and on behalf of the Company
in connection with the Placing and Admission. N+1 Singer is
authorised and regulated by the FCA in the United Kingdom. N+1
Singer is acting exclusively for the Company and no one else in
connection with the Placing and N+1 Singer will not be responsible
to anyone (including any Placees) other than the Company for
providing the protections afforded to its clients or for providing
advice in relation to the Placing or any other matters referred to
in this announcement.
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 N+1 Singer or by any of its 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 therefor is expressly disclaimed.
Forward-looking statements
This announcement includes statements, estimates, opinions and
projections with respect to anticipated future performance of the
Company ("forward-looking statements") which reflect various
assumptions concerning anticipated results taken from the Company's
current business plan or from public sources which may or may not
prove to be correct. These forward looking statements can be
identified by the use of forward looking terminology, including the
terms "anticipates", "target", "believes", "estimates", "expects",
"intends", "may", "plans", "projects", "should" or "will", or, in
each case, their negative or other variations or comparable
terminology or by discussions of strategy, plans, objectives,
goals, future events or intentions. Such forward-looking statements
reflect current expectations based on the current business plan and
various other assumptions and involve significant risks and
uncertainties and should not be read as guarantees of future
performance or results and will not necessarily be accurate
indications of whether or not such results will be achieved. As a
result, prospective investors should not rely on such
forward-looking statements due to the inherent uncertainty therein.
No representation or warranty is given as to the completeness or
accuracy of the forward-looking statements contained in this
announcement. Forward-looking statements speak only as of the date
of such statements and, except as required by the FCA, the London
Stock Exchange or 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.
No statement in this announcement is intended to be a profit
forecast or estimate, and no statement in this announcement should
be interpreted to mean that earnings per share of the Company for
the current or future financial years would necessarily match or
exceed the historical published earnings per share of the
Company.
The price of shares and any income expected from them may go
down as well as up and investors may not get back the full amount
invested upon disposal of the shares. Past performance is no guide
to future performance, and persons needing advice should consult an
independent financial adviser.
Further information
Neither this announcement nor any copy of it may be made or
transmitted into the United States, or distributed, directly or
indirectly, in the United States. Neither this announcement nor any
copy of it may be taken or transmitted directly or indirectly into
the United States, Canada, Australia, New Zealand, the Republic of
South Africa, the Republic of Ireland or Japan or to any persons in
any of those jurisdictions, except in compliance with applicable
securities laws. Any failure to comply with this restriction may
constitute a violation of United States, Canadian, Australian, New
Zealand, South African, Irish or Japanese securities laws or the
securities laws of any other jurisdiction (other than the United
Kingdom). The distribution of this announcement in other
jurisdictions may be restricted by law and persons into whose
possession this announcement comes should inform themselves about,
and observe any such restrictions. This announcement does not
constitute or form part of any o er or invitation to sell or issue,
or any solicitation of any o er to purchase or subscribe for
securities in the United States, Canada, Australia, New Zealand,
the Republic of South Africa, the Republic of Ireland or Japan or
in any jurisdiction to whom or in which such o er or solicitation
is unlawful.
The securities to which this announcement relates have not been,
and will not be, registered under the US Securities Act of 1933, as
amended (the "Securities Act") or with any regulatory authority or
under any applicable securities laws of any state or other
jurisdiction of the United States, and may not be o ered or sold
within the United States unless registered under the Securities Act
or pursuant to an exemption from, or in a transaction not subject
to, the registration requirements of the Securities Act and in
compliance with applicable state laws. There will be no public o er
of the securities in the United States.
The securities referred to herein have not been registered under
the applicable securities laws of Canada, Australia, New Zealand,
The Republic of South Africa, The Republic of Ireland or Japan and,
subject to certain exceptions, may not be o ered or sold within the
United States, Canada, Australia, New Zealand, the Republic of
South Africa, the Republic of Ireland or Japan or to any national,
resident or citizen of the United States, Canada, Australia, New
Zealand, the Republic of South Africa, the Republic of Ireland or
Japan.
The Placing Shares to be issued pursuant to the Placing will not
be admitted to trading on any stock exchange other than on the AIM
market of the London Stock Exchange.
Neither the content of the Company's website nor any website
accessible by hyperlinks on the Company's website is incorporated
in, or forms part of, this announcement.
Basis on which information is presented
In this document, references to "GBP", "pence" and "p" are to
the lawful currency of the United Kingdom. All times referred to in
this document are, unless otherwise stated, references to London
time.
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
ROIUVRRRAWUVUAR
(END) Dow Jones Newswires
May 25, 2021 06:09 ET (10:09 GMT)
Sosandar (LSE:SOS)
Historical Stock Chart
From Apr 2024 to May 2024
Sosandar (LSE:SOS)
Historical Stock Chart
From May 2023 to May 2024