REG - Frenkel Topping Grp - Results of Placing

Frenkel ToppingAnnouncement

06/07/2022 07:00

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RNS Number : 4321R  Frenkel Topping Group PLC  06 July 2022

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR PUBLICATION,
RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR
INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, NEW ZEALAND, THE
REPUBLIC OF SOUTH AFRICA OR JAPAN OR IN OR INTO ANY OTHER JURISDICTION WHERE
TO DO SO WOULD BREACH ANY APPLICABLE LAW OR REGULATION.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT ITSELF
CONSTITUTE AN OFFER FOR SALE OR SUBSCRIPTION OF ANY SECURITIES IN THE
COMPANY.  THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION,
SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR,
OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES OF FRENKEL TOPPING GROUP PLC IN
ANY JURISDICTION WHERE TO DO SO WOULD BREACH ANY APPLICABLE LAW OR REGULATION.

UNLESS OTHERWISE INDICATED, CAPITALISED TERMS IN THIS ANNOUNCEMENT HAVE THE
MEANINGS GIVEN TO THEM IN THE DEFINITIONS SECTION INCLUDED IN APPENDIX II TO
THE COMPANY'S ANNOUNCEMENT OF 2.45 P.M. ON 5 JULY 2022.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN ARTICLE 7 OF THE
MARKET ABUSE REGULATION NO. 596/2014 ("MAR"). UPON THE PUBLICATION OF THIS
ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC
DOMAIN.

6 July 2022

Frenkel Topping Group plc

("Frenkel Topping", the "Company" or the "Group")

Results of Placing

Frenkel Topping Group plc (AIM: FEN), a specialist professional and financial
services firm operating in the Personal Injury (PI) Clinical Negligence (CN)
space, is pleased to announce that, further to the announcement made at 2.45
p.m. on 5 July 2022 (the "Placing Announcement"), it has successfully
completed the Placing which was oversubscribed and is now closed.

The Placing has raised £10 million (before expenses) through the placing of
14,285,715 new Ordinary Shares at an Issue Price of 70 pence per share
representing a discount of approximately 9.7 per cent.

The Placing is being undertaken in two tranches, with the First Placing of
5,657,800 First Placing Shares utilising the Company's existing shareholder
authorities to issue new shares for cash on a non-pre-emptive basis and the
Second Placing 8,627,915 Second Placing Shares to be issued subject to new
shareholder approvals to be sought at the General Meeting of the Company. A
Circular convening the General Meeting at which the Resolutions will be
proposed will be sent to Shareholders today.

The net proceeds of the Placing will be used to:

·    accelerate the Company's vision of becoming the market leader in
providing a full service offering to clients and claimants, particularly in
personal injury ("PI") and clinical negligence ("Clin Neg");

·      consolidate the heavily fragmented pre-settlement professional
services market by targeting acquisitions that have clear synergies in the PI
and Clin Neg sectors in order to scale routes into growing assets under
management ("AUM") mandates from successful claims;

·      fund three potential acquisitions which have been identified and
are in the course of due diligence; and

·   further invest in the integration of existing acquisitions to capture
additional margin and allow for faster integration of future acquisitions.

 

Related Party Transactions:

Harwood Capital LLP ("Harwood") is subscribing for 3,500,000 Placing Shares in
the Placing at the Issue Price. The subscription by Harwood constitutes a
related party transaction for the purposes of the AIM Rules by virtue of
Harwood being a substantial shareholder of the Company and Christopher Mills,
CEO of Harwood, being a Non-Executive Director of the Company. The Independent
Directors consider, having consulted with the Company's nominated adviser,
finnCap, that the terms upon which Harwood is participating in the Placing are
fair and reasonable insofar as the Company's shareholders are concerned.

Canaccord is subscribing for 1,571,429 Second Placing Shares in the Second
Placing at the Placing Price. The subscription by Canaccord constitutes a
related party transaction for the purposes of the AIM Rules by virtue of
Canaccord being a Substantial Shareholder of the Company. The Directors
consider, having consulted with the Company's nominated adviser, finnCap, that
the terms upon which Canaccord is participating in the Second Placing are fair
and reasonable insofar as the Company's shareholders are concerned.

Admission and dealings

Application will be made to the London Stock Exchange plc for Admission of the
Placing Shares to trading on AIM.

Application has been made to the London Stock Exchange for 5,657,800 new
Ordinary Shares, representing the, in aggregate, 5,657,800 First Placing
Shares to be admitted to trading on AIM ("First Admission"), and it is
expected that First Admission will become effective and trading will commence
in the First Placing Shares at 8 a.m. on 11 July.

Total Voting Rights

Following the Admission of the first Placing Shares, the total number of
Ordinary Shares in the Company will be 118,815,149. 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 FCA's Disclosure and Transparency
Rules.

 

Richard Fraser, Chief Executive Officer of Frenkel Topping said:

"I am delighted that new and existing shareholders have once again supported
Frenkel Topping on its ambition of becoming the market leader in the PI &
Clin Neg space. The net proceeds of the Placing allows us to continue
consolidating the heavily fragmented professional service firms marketplace.

The Board looks forward to building on the momentum gathered since our last
fundraise in July 2020 and are already well progressed on a number of
potential opportunities. In addition, our investment internally, particularly
on IT infrastructure will allows us to capture further margin on existing
acquisitions and more easily integrate future M&A."

 

For further information:

 Frenkel Topping Group plc                                       www.frenkeltoppinggroup.co.uk (http://www.frenkeltoppinggroup.co.uk/)
 Richard Fraser, Chief Executive Officer                         Tel: 0161 886 8000

 finnCap Ltd                                                     Tel: 020 7220 0500
 Carl Holmes/James Thompson/Milesh Hindocha (Corporate Finance)

 Tim Redfern / Richard Chambers (ECM)

 

Additional Information

 

EXPECTED TIMETABLE OF PRINCIPAL EVENTS

 

 

                                          2022
 Announcement of the Bookbuild                                                     2.45 p.m. on 5 July 2022
 Placing Results Announcement                                                      7.00 a.m. on 6 July 2022
 Publication of the Circular                                                       6 July 2022
 Admission and commencement of dealings in the First Placing Shares                8.00 a.m. on 11 July 2022
 Expected date for CREST accounts to be credited in respect of the First           As soon as possible after admission on 11 July 2022
 Placing Shares
 Where applicable, expected date for dispatch of share certificates in respect     By 15 July 2022
 of the First Placing Shares
 Latest time and date for receipt of Forms of Proxy for the General Meeting*       11.00 a.m. on 27 July 2022
 General Meeting*                                                                  11.00 a.m. on 29 July 2022
 Admission and commencement of dealings in the Second Placing Shares               8.00 a.m. on 1 August 2022
 Expected date for CREST accounts to be credited in respect of the Second          As soon as possible after admission on 1 August 2022
 Placing Shares
 Where applicable, expected date for dispatch of share certificates in respect     By 5 August 2022
 of the Second Placing Shares

 

 

Notes

 

1.     Some of the times and dates above are indicative only and it any of
the details contained in the timetable above should change, the revised times
and dates will be notified to Shareholders by means of an announcement through
a Regulatory Information Service.

 

2.     All of the above times refer to London time unless otherwise stated

 

3.     Events listed in the above timetable following the General Meeting
are conditional on the passing of the Resolutions at the General Meeting.

 

* Assuming the Circular is posted on 6 July 2022.

 

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