Totally PLC Statement re proposed acquisition (4693Z)
May 17 2019 - 11:00AM
UK Regulatory
TIDMTLY
RNS Number : 4693Z
Totally PLC
17 May 2019
This announcement contains inside information as stipulated
under the Market Abuse Regulations (EU) no. 596/2014 ("MAR")
17 May 2019
Totally plc
("Totally", the "Company" or the "Group")
Statement re proposed acquisition and suspension of share
trading on AIM
Totally plc (AIM:TLY), the provider of a range of out of
hospital services to the healthcare sector in the UK, confirms that
the Company is in the advanced stages of the proposed acquisition
of Greenbrook Healthcare ("Greenbrook"), a well-established
provider of urgent care centres across London (the "Proposed
Acquisition").
Whilst the Company has entered into an exclusive agreement
regarding the Proposed Acquisition, any transaction remains subject
to, inter alia, completing due diligence and negotiations to the
Company's satisfaction and, as such, there can be no certainty that
a final binding agreement will be reached.
The Proposed Acquisition would be consistent with the Company's
stated 'buy and build' consolidation strategy within the UK's
fragmented healthcare market and particularly complementary to
Totally's wholly owned subsidiary, Vocare Limited, which was
acquired in October 2017 and which is one of the leading national
specialist providers of urgent care services in the country.
The Company is proposing to fund the Proposed Acquisition via an
equity fundraise.
The Proposed Acquisition would constitute a reverse takeover
under rule 14 of the AIM Rules for Companies (the "AIM Rules"). The
Proposed Acquisition will be subject, inter alia, to shareholder
approval, the entering into and completion of a share purchase
agreement and raising the funds necessary to finance the Proposed
Acquisition. As such, there is no certainty that the Proposed
Acquisition will proceed nor any certainty regarding the terms on
which it would proceed.
Suspension of trading
As the Proposed Acquisition would constitute a reverse takeover
under the AIM Rules, then should it proceed the approval of
shareholders of the Company in a general meeting will be required.
As such, a further announcement with full details of the Proposed
Acquisition would be issued at the appropriate time once binding
contracts are entered into and an admission document published and
sent to shareholders with a notice of general meeting.
In accordance with rule 14 of the AIM Rules, the Company's
ordinary shares have been suspended from trading on AIM with effect
from 4:10 p.m. today. The Company's ordinary shares will remain
suspended until such time as either an admission document is
published or an announcement is released confirming that the
Proposed Acquisition is not proceeding.
The Company will release further announcements as and when
appropriate.
ENDS
For further information please contact:
Totally plc
Wendy Lawrence, Chief Executive 020 3866 3335
Bob Holt, Chairman 07778 798 816
Allenby Capital Limited (Nominated
Adviser & Joint Corporate Broker) 020 3328 5656
Nick Athanas
Liz Kirchner
Canaccord Genuity Limited (Joint
Corporate Broker) 020 7523 8000
Bobbie Hilliam
Alex Aylen
Yellow Jersey PR 0776 932 5254
Georgia Colkin
Joe Burgess
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
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