REG - Colefax Group PLC - Result of Share Buyback

ColefaxAnnouncement

24/10/2024 07:00

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RNS Number : 3816J  Colefax Group PLC  24 October 2024

AIM: CFX

COLEFAX GROUP PLC

("Colefax" or the "Company")

Result of Share Buyback via Reverse Bookbuild

 

and

 

Total Voting Rights

 

 

Colefax is pleased to announce the final results of the share buyback to
purchase ordinary shares of 10.0 pence each in the Company ("Ordinary Shares")
via a reverse bookbuild (the "Buyback"), following the launch announcement on
22 October 2024 (the "Launch Announcement").

Pursuant to the Buyback, 307,043 Ordinary Shares will be acquired at a price
of £7.80 per Ordinary Share (the "Buyback Price") for total consideration of
£2.39m by Peel Hunt, acting as principal. Under the terms of the Repurchase
Agreement (as defined in the Launch Announcement), Peel Hunt has a put option
exercisable on 24 October 2024 (or at such later date agreed between Peel Hunt
and the Company)  to require the Company to purchase from Peel Hunt the
Shares purchased pursuant to the Buyback at the Buyback Price. The Shares
purchased by the Company pursuant to the exercise of the put option will be
cancelled (the "Cancellation").

On completion of the Buyback and the Cancellation, the Company's issued
ordinary share capital will be 5,917,238 Shares and the total number of voting
rights in the Company will be 5,917,238. This figure 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 Disclosure Guidance and Transparency
Rules of the Financial Conduct Authority.

As a result of the Buyback, there have been the following changes to the
holdings of the following Directors and their connected persons:

 

 Name            Number of shares sold  Holding of shares following the Share Buyback  % of issued share capital following the Share Buyback
 David Green     50,000                 1,079,513(1)                                   18.2%
 Robert Barker   8,000                  72,000(2)                                      1.2%
 Wendy Nicholls  10,000                 49,437                                         0.8%

 

The Company purchasing 220,000 Ordinary Shares from Jupiter Asset Management
Limited and 50,000 Ordinary Shares from David Green each constitute related
party transactions under Rule 13 of the AIM Rules, due to their status as
Substantial Shareholders (as defined under the AIM Rules) and, in relation to
David Green, as a Director of the Company. In this context, the Directors of
the Company, excluding those participating in the Buyback, confirm, having
consulted with the Company's nominated adviser, Peel Hunt LLP, that they
consider that Colefax purchasing Ordinary Shares sold by Jupiter Asset
Management Limited and David Green in the Buyback to be fair and reasonable
insofar as its shareholders are concerned.

 

Enquiries:

 

 Colefax Group plc                 +44 (0)20 7318 6000

 David Green, Chief Executive

 Rob Barker, Finance Director

 Peel Hunt LLP (NOMAD and broker)  +44 (0)20 7418 8900

 Dan Webster

 Andrew Clark

 Lalit Bose

 KTZ Communications                +44 (0)20 3178 6378

 Katie Tzouliadis

 Robert Morton

 

Important notice

DISCLAIMER

Peel Hunt LLP, which is authorised and regulated by the FCA in the United
Kingdom, is acting for Colefax Group Plc in relation to the Buyback and no one
else and will not be responsible to anyone other than the Company for
providing the protections afforded to the customers of Peel Hunt LLP nor for
providing any advice in relation to the Buyback and/or any other matter
referred to in this announcement.

(1)The Shares held by David Green comprise 821,540 Shares in his name and
257,973 Shares in his wife's name.

(2)The Shares held by Robert Barker comprise 49,743 Shares in his name and
22,257 Shares in his wife's name.

 

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