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RNS Number : 5280Q Barclays Bank PLC 30 May 2024
RNS Announcement
30 May 2024
NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE
REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE
UNLAWFUL TO DO SO.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF
AN OFFER TO BUY SECURITIES IN ANY JURISDICTION.
PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
CHP Software and Consulting Holdings Limited
Sale of shares in Alfa Financial Software Holdings plc ("Alfa" or the
"Company")
CHP Software and Consulting Holdings Limited ("CHP" or the "Seller") has
indicated its intention to sell 14,450,867 ordinary shares in the Company,
representing approximately 4.9% per cent. of the Company's issued share
capital at a price of 173p per share (the "Sale"). Andrew Page is Executive
Chairman of Alfa and is the ultimate controlling shareholder of CHP. In
addition, Andrew Denton, Chief Executive Officer of Alfa, is a minority
shareholder in CHP.
The Sale is to satisfy specific market demand from a single institutional
shareholder. Alfa is not party to the Sale and will not receive any proceeds
from the Sale.
CHP will hold 161,454,782 ordinary shares, representing
approximately 54.7 per cent. of the Company's issued share capital
immediately post the Sale.
Enquiries:
CHP +(44) 0207 0888 335
Miraj Makin
Barclays Bank PLC +(44) 020 7623 2323
Dominic Harper
Casey Bandman
Investec Bank plc +(44) 0207 597 4000
Patrick Robb
Virginia Bull
Important notice
The securities referred to herein have not been, and will not be, registered
under the US Securities Act of 1933, as amended (the "Securities Act"), or
under the applicable securities laws of any state or other jurisdiction of the
United States. Such securities may not be offered or sold in the United States
unless registered under the Securities Act or offered in a transaction exempt
from, or not otherwise subject to, the registration requirements of the
Securities Act and the securities laws of any relevant state or other
jurisdiction of the United States. There will be no public offering of such
securities in any jurisdiction.
This announcement is only directed at persons (1) in the European Economic
Area who are qualified investors within the meaning of article 2(e) of
Regulation (EU) 2017/1129 (the "Prospectus Regulation") and (2) in the United
Kingdom who are qualified investors within the meaning of article 2(e) of the
Prospectus Regulation as it forms part of UK law by virtue of the European
Union (Withdrawal) Act 2018 who (a) have professional experience in matters
relating to investments who fall within article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005, (the "Order")
or (b) are high net worth entities falling within article 49(2)(a) to (d) of
the Order or (3) are persons to whom this announcement may otherwise be
lawfully communicated (all such persons being referred to as "relevant
persons"). Persons who are not relevant persons should not take any action on
the basis of this announcement and should not act or rely on it.
The distribution of this announcement may be restricted by law in certain
jurisdictions and persons into whose possession this announcement 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.
Barclays Bank PLC ("Barclays"), which is authorised by the Prudential
Regulation Authority (the "PRA") and regulated by the Financial Conduct
Authority (the "FCA") and the PRA in the United Kingdom is acting only for the
Seller in connection with the Sale and will not be responsible to anyone other
than the Seller for providing the protections offered to the clients of
Barclays nor for providing advice in relation to the Sale or any matters
referred to in this announcement.
Investec Bank plc ("Investec"), which is authorised by the PRA and regulated
by the FCA and the PRA in the United Kingdom is acting only for the Seller in
connection with the Sale and will not be responsible to anyone other than the
Seller for providing the protections offered to the clients of Investec nor
for providing advice in relation to the Sale or any matters referred to in
this announcement.
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