REG - Creightons PLC - Update on Emma Hardie, Trading in own shares & TVR

CreightonsAnnouncement

27/09/2022 07:00

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20220927:nRSa7140Aa&default-theme=true

RNS Number : 7140A  Creightons PLC  27 September 2022

27 September 2022

 

CREIGHTONS plc ("Creightons" or the "Company")

Update on acquisition of Emma Hardie Limited

Trading in own shares and TVR

 

Creightons plc (LSE: CRL), manufacturers of personal care, beauty, and
fragrance products, announces that further to the sale and purchase agreement
("SPA") relating to the acquisition of the entire share capital of Emma Hardie
Limited as announced on 28 July 2021, the Company's subsidiary Potter and
Moore Limited (P&M") has now  made the final payment due to be made under
the SPA to the sellers, and the Company and P&M has also entered into a
settlement and share buyback agreement (the "Agreement") with the sellers in
respect of certain matters related to the acquisition.

Final Payments to the Sellers under the SPA

The consideration for the transaction was approximately £6.36 million,
comprising £5 million in cash and the issue of 1,600,000 ordinary shares of
1p each in the Company at the volume weighted average middle market CRL quoted
price for the preceding 5 Business Days of 84.78p per share ("Consideration
Shares").  Under the SPA, if on the date of twelve months from completion the
volume weighted average middle market quoted price of an Ordinary Share for
the last 5 Business days prior to that date (as derived from the Daily
Official List of London Stock Exchange Plc) were to be less than £1.25, then
an additional amount would be payable to the sellers in cash equal to such
difference in price multiplied by the number of Consideration Shares issued.
 Having calculated the amounts due in accordance with the provisions of the
SPA, the Company and each of the two sellers  have now agreed the due amounts
to be  £666,832 per seller,  being a total due amount of £1,333,664.
P&M has made this payment to those sellers on 26 September 2022.

The additional payments due under the SPA comprising the adjustment payment
and the deferred payment amounting in aggregate to £90,336 have also now been
made to the sellers and no further amount is due to be paid by the Company or
by P&M under the SPA.

Separate Share Buy Back of the Consideration Shares

Separately, it has been agreed with the two sellers that the Company buy back
800,000 Consideration Shares from each of them for a consideration of
£288,000, being an aggregate consideration of£576,000 (together the
"Buyback").  The consideration is based on the price of 36p per ordinary
share being the on-market price at the time of the transaction. The Buyback
took place on 26 September 2022.

The Company intends the total of 1,600,000 re-purchased shares to be held as
treasury shares.

Accordingly, following the Buyback the Company's issued share capital now
consists of 68,417,983 ordinary shares with voting rights (excluding treasury
shares), with 1,600,000 ordinary shares held in treasury.

The above figure of 68,417,983 may be used by shareholders (and others with
notification obligations) as the denominator for the calculation 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 FCA's Disclosure Guidance and
Transparency Rules.

Mr Bernard Johnson Managing Director of the Company commented:

'We are pleased to announce the finalisation of the consideration for the
acquisition of Emma Hardie Limited including the share buyback. Emma Hardie
represents our first premium skincare brand and we remain confident that it
will deliver significant return to shareholders in the years ahead.'

This announcement contains inside information as stipulated under the UK
version of the Market Abuse Regulation No 596/2014 which is part of English
law by virtue of the European (Withdrawal) Act 2018, as amended. On
publication of this announcement via a regulatory information service, this
information is considered to be in the public domain.

Enquiries - Analysts and Investors:

Nicholas O'Shea, Director, Creightons
Plc
01733 281000

Roland Cornish / Felicity Geidt, Beaumont Cornish
Limited                              0207 628 3396

Press Nigel Szembel, Anagallis Communications Limited
                   07802 362088

nigelszembel@anagallis.co.uk

 

 

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 (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  MSCFLFSAALIRFIF