TIDMWINV
RNS Number : 3695G
Worsley Investors Limited
17 March 2020
This announcement is not for release, publication or
distribution, directly or indirectly, in or into the United States,
any Member State of the European Economic Area (other than the
Republic of Ireland), Australia, Canada, Japan or South Africa or
any jurisdiction where to do so might constitute a violation of
local securities laws or regulations.
17 March 2020
Worsley Investors Limited
("Worsley" or "the Company")
Results of Initial Issue
The Directors of the Company are pleased to announce that the
Company has received applications from Relevant Persons (as defined
in the Important Notice section below) for a total of 250,000 New
Ordinary Shares under the Initial Issue at the price of 30 pence
per share.
As a result of the applications under the Initial Issue, Blake
Nixon's application for New Ordinary Shares under the Open Offer is
modestly increased by 107,142 New Ordinary Shares so that his
previously accepted application and a proportion of the
Over-allotted Share Amount (as defined in the Prospectus) remains
just under 30 per cent. of the New Ordinary Shares issued under the
Offer.
Accordingly, the Company has received valid acceptances and
excess applications from Qualifying Shareholders under the Open
Offer and the Initial Issue (together the "Offer") for a total of
12,982,488 New Ordinary Shares and has raised gross proceeds of
GBP3.9 million.
Applications have been made to the Financial Conduct Authority
and the London Stock Exchange for all of the New Ordinary Shares to
be issued pursuant to the Offer to be admitted to the Premium
Listing segment of the Official List and to trading on the London
Stock Exchange's main market for listed securities. It is expected
that Admission will become effective and dealings in the New
Ordinary Shares will commence at 8.00 a.m. on 18 March 2020.
Directors' participation
The following Directors of the Company participated in the
Offer:
Name of Director Number of shares Ordinary Shares Total interest
subscribed for to be held in issued share
in the Offer following Admission capital following
of New Ordinary Admission of
Shares New Ordinary
Shares
Blake Nixon 3,894,746 10,083,126 29.88%
----------------- --------------------- -------------------
William Scott 250,000 400,000 1.19%
----------------- --------------------- -------------------
As stated in the Prospectus, Mr Nixon has subscribed for just
under 30 per cent. of the total New Ordinary Shares issued under
the Offer.
Total voting rights
Following Admission, the Company's issued share capital will
comprise 33,740,929 Ordinary Shares and this is the total number of
Ordinary Shares with voting rights in the Company. This figure (
33,740,929 ) 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 Financial Conduct Authority's Disclosure Guidance
and Transparency Rules. The Company does not currently hold any
shares in treasury.
All capitalised terms in this announcement have the meaning
given to them in the Prospectus, unless otherwise defined
herein.
Enquiries:
For further information, please contact:
Worsley Associates LLP (Investment Advisor)
Blake Nixon
Tel: +44 (0) 203 873 2288
Shore Capital (Financial Adviser and Broker)
Robert Finlay / Anita Ghanekar / Hugo Masefield
Tel: +44 (0) 20 74080 4050
Praxis Fund Services Limited (Administrator and Secretary)
Matt Falla / Katrina Rowe
Tel: +44 (0) 1481 73760
LEI: 213800AF85VEZMDMF931
Important Notice
Except where the context requires otherwise, until the expiry of
the transition period agreed between the United Kingdom and the
European Union as part of the terms of the United Kingdom's exit
from the European Union, a reference to the European Union or the
European Economic Area is a reference to the members of the
European Union or European Economic Area from time to time, as
applicable together with the United Kingdom.
This announcement does not contain or constitute an offer of, or
the solicitation of an offer to buy, or subscribe for, the New
Ordinary Shares or any other securities to any person in Australia,
Canada, Japan or South Africa, or the United States or in any
jurisdiction to whom or in which such offer or solicitation is
unlawful. Subject to certain exceptions, the securities referred to
herein may not be offered or sold in Australia, Canada, Japan or
South Africa or to, or for the account or benefit of, any national,
resident or citizen of Australia, Canada, Japan or South Africa.
The offer and sale of the securities referred to herein has not
been and will not be registered under the US Securities Act or
under the applicable securities laws of Australia, Canada, Japan or
South Africa. The availability of the Open Offer to persons not
resident in the United Kingdom may be affected by the laws of the
relevant jurisdictions. Such persons should inform themselves about
and observe any application requirements.
The New Shares have not been and will not be registered under
the US Securities Act or under the securities laws of any state or
other jurisdiction of the United States or under any securities
laws of Australia, Canada, Japan or South Africa or any other
jurisdiction where to do so would be unlawful and may not be
offered, sold, taken up, exercised, resold, renounced, transferred
or delivered, directly or indirectly, within the United States, or
within any of Australia, Canada, Japan or South Africa or any other
jurisdiction where to do so would be unlawful. There will be no
public offer of the New Ordinary Shares in the United States.
This communication is only addressed to, and directed at,
persons in member states of the European Economic Area (other than
the United Kingdom) who are "qualified investors" within the
meaning of Article 2(e) of the Prospectus Regulation ("Qualified
Investors"). For the purposes of this provision, the expression
"Prospectus Regulation" means Regulation (EU) 2017/1129. In
addition, in the United Kingdom, this communication is being
distributed only to, and is directed only at, Qualified Investors:
(i) who have professional experience in matters relating to
investments who fall within the definition of "investment
professional" in Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005, as amended (the
"Order"), or (ii) who are high net worth companies, unincorporated
associations and partnerships and trustees of high value trusts as
described in Article 49(2) of the Order, and (iii) other persons to
whom it may otherwise lawfully be communicated (all such persons
together being referred to as "Relevant Persons"). Any investment
or investment activity to which this communication relates is
available only to and will only be engaged in with such persons.
This communication must not be acted on or relied on in any member
state of the European Economic Area other than the United Kingdom
and Republic of Ireland, by persons who are not Qualified
Investors.
The distribution of this announcement and the offering of the
New Ordinary Shares in jurisdictions other than the United Kingdom
and Republic of Ireland may be restricted by law. No action has
been taken by the Company or Shore Capital and Corporate Limited
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
Shore Capital and Corporate Limited to inform themselves about, and
to observe, any such restrictions. Any failure to comply with these
restrictions may constitute a violation of the securities laws of
any such jurisdiction.
This announcement may not be used in making any investment
decision. This announcement does not contain sufficient information
to support an investment decision and investors should ensure that
they obtain all available relevant information before making any
investment. This announcement does not constitute and may not be
construed as an offer to sell, or an invitation to purchase or
otherwise acquire, investments of any description, nor as a
recommendation regarding the possible offering or the provision of
investment advice by any party. No information in this announcement
should be construed as providing financial, investment or other
professional advice and each prospective investor should consult
its own legal, business, tax and other advisers in evaluating the
investment opportunity. No reliance may be placed for any purposes
whatsoever on this announcement or its completeness. Nothing in
this announcement constitutes investment advice and any
recommendations that may be contained herein have not been based
upon a consideration of the investment objectives, financial
situation or particular needs of any specific recipient.
Potential investors should be aware that any investment in the
Company is speculative, involves a high degree of risk, and could
result in the loss of all or substantially all of their investment.
Results can be positively or negatively affected by market
conditions beyond the control of the Company or any other person.
The returns set out in this document are targets only. There is no
guarantee that any returns set out in this document can be achieved
or can be continued if achieved, nor that the Company will make any
distributions whatsoever. There may be other additional risks,
uncertainties and factors that could cause the returns generated by
the Company to be materially lower than the returns set out in this
announcement.
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
Shore Capital and Corporate Limited or by any of their 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.
Shore Capital and Corporate Limited, which is authorised and
regulated in the United Kingdom by the Financial Conduct Authority,
has been appointed to act as sponsor and financial adviser to the
Company in connection with the Open Offer and Initial Issue. Shore
Capital and Corporate Limited is authorised and regulated in the
United Kingdom by the Financial Conduct Authority, Persons viewing
this announcement should note that, in connection with the Open
Offer and Initial Issue, Shore Capital and Corporate Limited is
acting exclusively for the Company and no one else. Apart from the
responsibilities and liabilities, if any, which may be imposed on
Shore Capital and Corporate Limited. by FSMA, Shore Capital and
Corporate Limited will not be responsible to anyone other than the
Company for providing the protections afforded to clients of Shore
Capital and Corporate Limited or for advising any other person on
the transactions and arrangements described in this announcement.
No representation or warranty, express or implied, is made by Shore
Capital and Corporate Limited. as to any of the contents of this
announcement for which the Company and the Directors are solely
responsible. Shore Capital and Corporate Limited. has not
authorised the contents of, or any part of, this announcement and
(without limiting the statutory rights of any person to whom this
announcement is issued) no liability whatsoever is accepted by
Shore Capital and Corporate Limited for the accuracy of any
information or opinions contained in this announcement or for the
omission of any material information, for which the Company and the
Directors are solely responsible. Accordingly, Shore Capital and
Corporate Limited disclaim (to the extent permitted by law) any
liability which they might otherwise have in respect of any of the
information or opinions contained in this announcement, whether
arising in tort, contract or otherwise.
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
ROIFQLLFBXLZBBB
(END) Dow Jones Newswires
March 17, 2020 03:00 ET (07:00 GMT)
Worsley Investors (LSE:WINV)
Historical Stock Chart
From Apr 2024 to May 2024
Worsley Investors (LSE:WINV)
Historical Stock Chart
From May 2023 to May 2024