REG - Best of the Best PLC - Result of General Meeting & Tender Offer

Best Of The BestAnnouncement

04/07/2022 15:45

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RNS Number : 2549R  Best of the Best PLC  04 July 2022

Best of the Best plc

("Best of the Best", "BOTB", "the Company" or "the Group")

 

Result of General Meeting & Tender Offer

 

Best of the Best plc runs competitions online to win cars and other prizes.

 

 

The Company is pleased to announce that at the General Meeting held earlier
today, the Resolution put to shareholders was duly passed. Following approval
of the Resolution, the Company also announces the Tender Offer which closed in
accordance with its published timetable at 1:00 p.m. on 1 July 2022, received
valid tenders for 3,950,131 Ordinary Shares representing approximately 3.8
times the Ordinary Shares subject to the Tender Offer.

 

In accordance with the terms of the Tender Offer, Shareholders are entitled to
sell up to 1 Ordinary Share for every 9 Ordinary Shares held (up to
approximately 11 per cent. of their shareholding) (the "Basic Entitlement").
Shareholders who tender to sell less than or equal to their Basic Entitlement
will have their tender satisfied in full. Shareholders are permitted to tender
Ordinary Shares that are in excess of their Basic Entitlement ("Excess
Tenders"). To the extent that other Shareholders have not taken up their Basic
Entitlement (thereby creating "Excess Capacity") Shareholders will have their
Excess Tenders satisfied in full to the extent that the Excess Capacity
exceeds the aggregate Excess Tenders. To the extent that the aggregate Excess
Tenders exceeds Excess Capacity, Excess Tenders shall be satisfied pro rata
(by value) to the amount of a Shareholder's Basic Entitlement.

 

Accordingly, Shareholders who tendered more than their Basic Entitlement will
have their Basic Entitlement satisfied in full and any Ordinary Shares
tendered above their Basic Entitlement will be scaled down (to the nearest
whole number of Ordinary Shares) by a factor of approximately 0.03838657.

 

finnCap will purchase the maximum number of Ordinary Shares available under
the terms of the Tender Offer, being in aggregate 1,045,877 Ordinary Shares at
600 pence per Ordinary Share, for a total consideration of £6,275,262.

 

The posting of cheques in respect of certificated Ordinary Shares purchased
pursuant to the Tender Offer and the crediting of CREST accounts for
uncertificated Ordinary Shares purchased pursuant to the Tender Offer is
expected to occur on 15 July 2022.

 

The crediting of CREST accounts with uncertificated Shares unsuccessfully
tendered and the dispatch of balance share certificates for unsold
certificated Ordinary Shares and the return of share certificates for
unsuccessful tenders of certificated Shares is also expected to occur by 15
July 2022.

 

Terms used in this announcement shall have the meaning ascribed to them in the
circular sent to Shareholders on 16 June 2022 unless otherwise stated.

 

Enquiries:

 Best of the Best plc             William Hindmarch, Chief Executive   T: 020 7371 8866

                                  Rupert Garton, Commercial Director

 Buchanan                         Chris Lane                           T: 020 7466 5000

                                  Toto Berger

 Oakvale Capital                  Daniel Burns                         T: 0207 580 3838

 (Financial Adviser)              Kieran Davey

 finnCap                          Corporate Finance                    T: 020 7220 0500

 (Nominated Adviser and Broker)   Carl Holmes

                                  Kate Bannatyne

                                  Teddy Whiley

                                  ECM

                                  Alice Lane

 

 

The information communicated in this announcement is inside information for
the purposes of Article 7 of Regulation 596/2014  Please visit www.botb.com
(http://www.botb.com) for further information

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