REG - Peel Hunt LLP Applied Nutrition - Proposed Secondary Placing in Applied Nutrition

Applied NutritionAnnouncement

Wed 16:45

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RNS Number : 6365A  Peel Hunt LLP  15 April 2026

NOT FOR PUBLICATION, RELEASE, TRANSMISSION, FORWARDING OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES,
AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR IN ANY OTHER JURISDICTION IN WHICH
OFFERS OR SALES WOULD BE PROHIBITED BY APPLICABLE LAW.

 

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT A PROSPECTUS OR
AN OFFER OF SECURITIES FOR SALE IN ANY JURISDICTION.

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AND UPON PUBLICATION OF THIS
ANNOUNCEMENT BY A REGULATORY INFORMATION SERVICE, THIS INFORMATION IS
CONSIDERED TO BE IN THE PUBLIC DOMAIN.

 

PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS ANNOUNCEMENT.

15 April 2026

 

PROPOSED SECONDARY PLACING OF ORDINARY SHARES IN APPLIED NUTRITION PLC

("APPLIED NUTRITION" OR THE "COMPANY")

JD Sports Fashion plc (the "Selling Shareholder"), announces its intention to
sell approximately 11 million ordinary shares of £0.0002 each in the Company
(the "Placing Shares").

The Selling Shareholder currently owns 22,750,000 shares in the Company,
representing approximately 9.1 per cent. of the Company's issued share
capital.

The sale of the Placing Shares and the price per Placing Share will be
conducted and determined by way of an accelerated bookbuild to institutional
investors (the "Placing"), which will be launched immediately following this
announcement and may close at any time on short notice. The Placing is subject
to demand, price and prevailing market conditions.

The Selling Shareholder has agreed not to sell or otherwise dispose of any of
its residual holding of ordinary shares in the Company for 90 days after
settlement of the Placing, subject to certain customary exceptions and/or
waiver by the Bookrunner (as defined below).

The Selling Shareholder has appointed Peel Hunt LLP as sole Bookrunner ("Peel
Hunt" or the "Bookrunner") in respect of the Placing.

The timing for the close of the bookbuild process and the distribution of
allocations are at the absolute discretion of the Bookrunner. The results of
the Placing will be announced as soon as practicable thereafter.

The Company is not party to the Placing and will not receive any proceeds from
the Placing.

 

 ENQUIRIES

 Peel Hunt                                                                                                                                                 +44 (0) 20 7418 8900
 LLP

 (Sole Bookrunner)

 Dan Webster

 Sohail Akbar

 

IMPORTANT NOTICES

MEMBERS OF THE PUBLIC ARE NOT ELIGIBLE TO TAKE PART IN THE PLACING. THIS
ANNOUNCEMENT AND ANY OFFER OF SECURITIES TO WHICH IT RELATES ARE FOR
INFORMATION PURPOSES ONLY ADDRESSED TO AND DIRECTED AT (1) IN ANY MEMBER STATE
OF THE EUROPEAN ECONOMIC AREA, PERSONS WHO ARE "QUALIFIED INVESTORS" WITHIN
THE MEANING OF ARTICLE 2(E) OF REGULATION (EU) 2017/1129; (2) IN THE UNITED
KINGDOM, TO PERSONS WHO ARE "QUALIFIED INVESTORS" AS DEFINED UNDER PARAGRAPH
15 OF SCHEDULE 1 OF THE PUBLIC OFFERS AND ADMISSIONS TO TRADING REGULATIONS
2024, AND (I) 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 (AS AMENDED) (THE "ORDER") OR (II) FALL
WITHIN ARTICLE 49(2)(A) TO (D) (HIGH NET WORTH COMPANIES, UNINCORPORATED
ASSOCIATIONS, ETC.) OF THE ORDER; OR (3) TO PERSONS TO WHOM AN OFFER OF THE
PLACING SHARES MAY OTHERWISE LAWFULLY BE MADE (ALL SUCH PERSONS REFERRED TO IN
(1), (2) AND (3) TOGETHER BEING REFERRED TO AS "RELEVANT PERSONS").

THE INFORMATION REGARDING THE PLACING SET OUT IN THIS ANNOUNCEMENT MUST NOT BE
ACTED ON OR RELIED ON BY PERSONS WHO ARE NOT RELEVANT PERSONS. ANY INVESTMENT
OR INVESTMENT ACTIVITY TO WHICH THIS ANNOUNCEMENT RELATES IS AVAILABLE ONLY TO
RELEVANT PERSONS AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS. IN
ADDITION, THIS ANNOUNCEMENT IS NOT BEING DISTRIBUTED, NOR HAS IT BEEN APPROVED
FOR THE PURPOSES OF SECTION 21 OF THE FINANCIAL SERVICES AND MARKETS ACT 2000
("FSMA"), BY A PERSON AUTHORISED UNDER FSMA.

This announcement and the information contained herein is for information
purposes only and does not constitute or form part of any offer or an
invitation to acquire or dispose of securities in the United States,
Australia, Canada, Japan, South Africa or in any other jurisdiction in which
such an offer or invitation is unlawful ("Restricted Jurisdictions"). Neither
this announcement nor any copy of it may be taken, transmitted or distributed,
directly or indirectly, in or into or from any Restricted Jurisdiction. Any
failure to comply with this restriction may constitute a violation of
securities laws in the relevant Restricted Jurisdiction.

This announcement does not represent the announcement of a definitive
agreement to proceed with the Placing and, accordingly, there can be no
certainty that the Placing will proceed. The Selling Shareholder reserves the
right not to proceed with the Placing or to vary the terms of the Placing in
any way.

The Placing Shares are not being made available to the public and none of the
Placing Shares are being offered or sold in any jurisdiction where it would be
unlawful to do so. The Placing Shares have not been and will not be registered
under the relevant laws of any of the Restricted Jurisdictions or any state,
province or territory thereof and may not be offered, sold, resold, delivered
or distributed, directly or indirectly in or into any Restricted Jurisdiction
or to, or for the account or benefit of, any person with a registered address
in, or who is a resident of or ordinarily resident in, or a citizen of, any
Restricted Jurisdiction except pursuant to an applicable exemption.

The Placing Shares have not been and will not be registered under the United
States Securities Act of 1933, as amended (the "Securities Act"), or under the
securities laws of any state or other jurisdiction of the United States, and
may not be offered or sold, directly or indirectly, in the United States,
absent registration with the US Securities Exchange Commission or except
pursuant to an exemption from, or as part of a transaction not subject to, the
registration requirements of the Securities Act and the securities laws of any
state or other jurisdiction of the United States. No public offering of
securities is being made in the United States or in any other jurisdiction.

The Placing Shares have not been approved or disapproved by the US Securities
and Exchange Commission, any state securities commission or other regulatory
authority in the United States, nor have any of the foregoing authorities
passed upon or endorsed the merits of the Placing or the accuracy or adequacy
of this announcement. Any representation to the contrary is a criminal offence
in the United States or elsewhere.

No prospectus or offering document has been or will be prepared in connection
with the Placing. Any investment decision to buy securities in the Placing
must be made solely on the basis of publicly available information. Such
information is not the responsibility of and has not been independently
verified by the Company, the Selling Shareholder or Peel Hunt or any of their
respective affiliates, who each expressly disclaim any liability for such
information. The information contained in this announcement is for background
purposes only and does not purport to be full or complete. No reliance may be
placed for any purpose on the information contained in this announcement or
its accuracy or completeness.

The distribution of this announcement and the offering or sale of the Placing
Shares in certain jurisdictions may be restricted by law. No action has been,
or will be, taken by the Company, the Selling Shareholder or Peel Hunt or any
of their respective affiliates that would, or which is intended to, permit a
public offer of the Placing Shares in any jurisdiction or possession or
distribution of this announcement or any other offering or publicity material
relating to the Placing Shares in any jurisdiction where action for that
purpose is required. Persons into whose possession this announcement comes are
required by the Company, the Selling Shareholder or Peel Hunt to inform
themselves about and to observe any applicable restrictions. Any failure to
comply with these restrictions may constitute a violation of the securities
laws of any ‎such jurisdiction.‎

In connection with the Placing, Peel Hunt or any of its affiliates may take up
a portion of the Placing Shares as a principal position and in that capacity
may retain, purchase, sell, offer to sell for its own account such Placing
Shares and other securities of Applied Nutrition or related investments in
connection with the Placing or otherwise. Accordingly, references to the
Placing Shares being offered, acquired, placed or otherwise dealt in should be
read as including any offer to, or acquisition, placing or dealing by Peel
Hunt and any of its affiliates acting as an investor for their own account.
Peel Hunt does not intend to disclose the extent of any such investment or
transactions otherwise than in accordance with any legal or regulatory
obligations to do so.

This announcement does not purport to identify or suggest the risks (direct or
indirect) which may be associated with an investment in Applied Nutrition or
its shares. No reliance may be placed by any person for any purpose on the
information contained in this announcement or its accuracy, fairness or
completeness.

A communication that a transaction is or that the book is "covered" (i.e.
indicated demand from investors in the book equals or exceeds the amount of
the securities being offered) is not any indication or assurance that the book
will remain covered or that the transaction and securities will be fully
distributed by Peel Hunt.

Peel Hunt is authorised and regulated in the United Kingdom by the Financial
Conduct Authority. Peel Hunt is acting for the Selling Shareholder only in
connection with the Placing and no one else, and will not be responsible to
anyone other than the Selling Shareholder for providing the protections
offered to clients nor for providing advice in relation to the Placing Shares
or the Placing, the contents of this announcement or any transaction,
arrangement or other matter referred to in this announcement.

Neither Peel Hunt nor any of its directors, officers, employees, advisers or
any of their respective affiliates accepts any responsibility whatsoever and
makes no representation or warranty, express or implied, for the contents of
this announcement, including its accuracy, completeness or verification or for
any other information in connection with the Selling Shareholder, the Company
or its subsidiaries and/or the Placing, and nothing in this announcement is or
shall be relied upon as a promise or representation in this respect, whether
as to the past or the future. Peel Hunt accordingly disclaims to the fullest
extent permitted by law all and any responsibility and liability, whether
arising in tort, contract or otherwise, which it might otherwise have in
respect of this announcement and any such statement.

All times and dates in this announcement may be subject to amendment.

Certain figures contained in this announcement have been subject to rounding
adjustments.

ENDS

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