REG - Distil PLC - Proposed Placing of 62,625,981 Placing Shares <Origin Href="QuoteRef">DISD.L</Origin>

DistilAnnouncement

11/03/2016 12:45

RNS Number : 8712R
Distil PLC
11 March 2016
Distil Plc
("Distil") or the ("Company")
Proposed Placing of 62,625,981 Placing Shares at 1 pence pershare
Distil(AIM: DIS), owner of premium drinks brands RedLeg Spiced Rum, Blackwoods Gin and Vodka, Blavod Black Vodka, Jago's Cream Liqueur and Diva Vodka,ispleased to announce that it hasconditionally raised 626,259(before expenses), through a placing of 62,625,981new ordinary shares of 0.1p each in the Company (the "Placing Shares") at a price of 1p per Placing Share (the "Placing Price"), (the "Placing").
Details of the Placing
The Placing Shares have been placed with a new institutional shareholder, Miton UK Microcap Trust,and certain existing shareholders of the Company(the "Placees").
The Placing Shares will, when issued, rankpari passuin all respects with the existing ordinary shares of 0.1p each in the Company ("Ordinary Shares"). The Placing Shares will represent approximately 12.54per cent. of the Company's enlarged issued share capital and completion of the Placing is conditional on,inter alia,Admission. The closing mid-market price of the Company's Ordinary Shares on10March2016 (being the latest practicable business day prior to the dateof this announcement) was 0.85 p per Ordinary Share(the "Pre-Placing Price").
Following the issue and allotment of the Placing Shares, the Company's enlarged issued ordinary share capital will comprise499,333,488 Ordinary Shares. The Company does not hold any Ordinary Shares in treasury. This figure of499,333,488Ordinary Shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.
Use of Proceeds
The net proceeds of the Placing willbe deployed on brandmarketing,both domestically and internationally, and to strengthen the balance sheet as brand volumes increase. Further brand innovations are anticipated.
Don Goulding, Executive Chairman of Distil, said:
"Following on from the success of brands created and developed by theCompany, in particular RedLeg Spiced Rum, we are delighted thatthe Placingproceeds willallow us toincrease our marketing efforts and to open up new markets.
We will continue our focus on creating shareholder value through the development and creation ofsuccessful fullyowned brands,both in domestic and international markets.
Weare also delighted to have expanded ourinstitutionalshareholder base with the addition ofMiton UK Microcap Trust and remain very grateful to our existing shareholders for their continued support.
We are also delighted that the Placing has been completed at a premium tothe Pre-Placing Priceas we feel this reflects the belief the Placees have in the Company's growth plans.
We remain confident for the fourth quarter of the financial year and expect full year performance to be in line with the Board'sexpectations."
For further Information:
Distil PLC

Don GouldingExecutive Chairman
Tel:+44 207 352 2096
SPARK Advisory Partners Limited (NOMAD)

Neil Baldwin
Mark Brady
Tel+44 113 370 8974
SI Capital (Broker)

Andy Thacker
Nick Emerson
Tel+44 1483 413500
Related Party Transactions
Bero SCA, which is a Substantial Shareholder of the Company, has agreed to subscribe for Placing Shares at the Placing Price pursuant to the Placing as set out below. Bero SCA's agreement to subscribe for Placing Shares constitutes a related party transaction pursuant to the AIM Rules.

Holding prior to the Placing
Proposed participation in the Placing
Holding subsequent to the Placing
Name
Number of Existing Ordinary Shares currently held
% of Existing Ordinary Shares in issue
Number of Placing Shares conditionally subscribed for
Total number of Ordinary Shares
Percentage of Enlarged Share Capital

Bero SCA
57,502,840
13.17%
8,246,187
65,749,027
13.17%






The allotment of the Placing Shares to Bero SCA is classified as a related party transaction for the purposes of the AIM Rules. The Directors, having consulted with SPARK Advisory Partners Limited, as nominated adviser to the Company, consider the terms of Bero SCA's participation in the Placing to be fair and reasonable insofar as shareholders are concerned. In providing advice to the Directors, SPARK has taken into account the commercial assessment of the Directors.
Admission and dealings
Application will be made to the London Stock Exchange for the Placing Shares to be admitted to trading on AIM ("Admission"). The Placing Shares, when issued, will rank pari passu in all respects with the Ordinary Shares, including the right to receive any dividends and other distributions declared following Admission. It is expected that Admission will become effective, and that dealings in the Ordinary Shares on AIM will commence, at 8.00 a.m. on17 March 2016.
Substantial Shareholding
Following Admission, Miton UK Microcap Trust will be interested in 49,933,349 Ordinary Shares, representing 10.0% of the enlarged issued ordinary share capital of the Company.

This information is provided by RNS
The company news service from the London Stock Exchange
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