REG - AIM Rosebank Industries - Schedule One - Rosebank Industries plc

ROSEBANK INDUSTRIESAnnouncement

04/07/2025 07:00

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RNS Number : 2687P  AIM  04 July 2025

 

 ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE
 WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

 COMPANY NAME:
 Rosebank Industries plc ("Rosebank" or the "Company")

 COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS
 (INCLUDING POSTCODES) :
 Registered office:

 26 New Street

St Helier

Jersey

JE2 3RA

 Business address:

 20 North Audley Street

 London

 United Kingdom

 W1K 6WE

 COUNTRY OF INCORPORATION:
 Incorporated and registered in Jersey

 COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:
 https://www.rosebankindustries.com/investors/aim-rule-26/
 (https://www.rosebankindustries.com/investors/aim-rule-26/)

 COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN
 INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY).  IF THE ADMISSION IS
 SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE
 STATED:
 ROSEBANK

 MAIN COUNTRY OF OPERATION:

 United Kingdom

 COMPANY BUSINESS:

 Rosebank was established in 2024 to acquire businesses whose performance the
 Directors believe can be improved so as to create shareholder value.
 Rosebank's strategy is to acquire quality industrial or manufacturing
 businesses with strong fundamentals whose performance may be improved. Through
 investing in acquired businesses, changing management focus and delivering
 operational improvements, Rosebank seeks to increase and realise the value in
 such businesses, typically over a three-to-five-year investment horizon and to
 return the proceeds to shareholders.

 On 6 June 2025, the Company announced the acquisition of Electrical Components
 International, which constitutes a reverse takeover for the purposes of Rule
 14 of the AIM Rules.

 ELECTRICAL COMPONENTS INTERNATIONAL

 MAIN COUNTRY OF OPERATION

 United States

 COMPANY BUSINESS

 Founded in 1953, Electrical Components International ("ECI") is one of the
 world's leading suppliers of electrical distribution systems, control box
 assemblies, and other critical engineered components for a range of
 diversified end markets ranging from consumer appliances to smart industrial
 equipment. With approximately 20,000 employees and 39 global manufacturing
 locations, ECI is the trusted partner to over 450 customers with leading
 positions in respective end markets. ECI powers smart, connected, and
 electrified solutions that enable the most advanced technologies to solve the
 most complex challenges.

 ECI provides end-to-end solutions for the design, manufacturing, assembly, and
 integration of wire harnesses, control boxes, and other value-added components
 across various industries and markets. Leveraging extensive product,
 technology, and systems knowledge, it aims to deliver efficient, high-quality
 products. Its tailored engineering solutions are aligned with the product and
 process innovations required for sustainability. ECI partners with customers
 throughout this journey to not only meet their specific needs but also to
 support their growth and success in the market.

 DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER
 OF THE SECURITIES (i.e. where known, number and type of shares, nominal value
 and issue price to which it seeks admission and the number and type to be held
 as treasury shares):
 Type: Ordinary

 Nominal value: No par value

 Issue price: Not applicable

 Number held in treasury: Not applicable

 Number to be issued: 406,607,653 Ordinary Shares

 Restrictions: No restrictions on transferability of the Ordinary Shares

 CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) AND ANTICIPATED
 MARKET CAPITALISATION ON ADMISSION:
 Capital to be raised on Readmission: Not applicable

 Anticipated market capitalisation on Readmission: approximately £1,220
 million

 PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:
 Approximately 27% of the Company's total issued share capital will not be in
 public hands at Readmission

 DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM SECURITIES
 (OR OTHER SECURITIES OF THE COMPANY) ARE OR WILL BE ADMITTED OR TRADED:
 Not applicable

 THE COMPANY HAS APPLIED FOR THE VOLUNTARY CARBON MARKET DESIGNATION (Y/N)
 N

 FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the
 first name by which each is known or including any other name by which each is
 known):
 Laurence Justin Dowley (Non-Executive Chairman)

 Simon Antony Peckham (Chief Executive Officer)

 Matthew John Richards (Group Finance Director)

 James Christopher Miller (Senior Independent Director)

 FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE
 OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first
 name by which each is known or including any other name by which each is
 known):
                                    Before Readmission                          After Readmission
 Shareholder                        Percentage of the Issued Share Capital      Percentage of the Issued Share Capital
 BlackRock Inc                      14.97                                       14.97
 Invesco Ltd                        10.45                                       10.45
 Artemis Investment Management LLP  9.78                                        9.78
 Norges Bank                        8.80                                        8.80
 Permian Investment Partners, LP    5.07                                        5.07
 Aviva Investors                    4.66                                        4.66
 Schroder Investment Management     4.15                                        4.15
 Select Equity                      4.00                                        4.00
 Lingotto Investment Management     3.69                                        3.69
 NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH
 (H) OF THE AIM RULES:
 None

 (i)         ANTICIPATED ACCOUNTING REFERENCE DATE

 (ii)        DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE
 ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited
 interim financial information)

 (iii)       DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS
 PURSUANT TO AIM RULES 18 AND 19:
 (i)         31 December year end

 (ii)        year ended 31 December 2024

 (iii)       Half year results for the period ended 30 June 2025: 30
 September 2025

 Full year results for the period ended 31 December 2025: 30 June 2026

 Half year results for the period ended 30 June 2026: 30 September 2026

 EXPECTED ADMISSION DATE:
 Expected during Q3 2025

 NAME AND ADDRESS OF NOMINATED ADVISER:
 Investec Bank plc

 30 Gresham Street

 London

 EC2V 7QP

 NAME AND ADDRESS OF BROKER:
 Citigroup Global Markets Limited

 Citigroup Centre

 33 Canada Square

 Canary Wharf

 London

 E14 5LB

 Investec Bank plc

 30 Gresham Street

 London

 EC2V 7QP

 OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR
 INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A
 STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE
 ADMISSION OF ITS SECURITIES:
 The Admission Document contains full details about the applicant and the
 admission of its securities and is available on the Company's website

 https://www.rosebankindustries.com/investors/acquisition-of-eci/
 (https://www.rosebankindustries.com/investors/acquisition-of-eci/)

 THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY
 FRC UK Corporate Governance Code

 DATE OF NOTIFICATION:
 4 July 2025

 NEW/ UPDATE:
 New

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH
(H) OF THE AIM RULES:

None

 

(i)         ANTICIPATED ACCOUNTING REFERENCE DATE

(ii)        DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE
ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited
interim financial information)

(iii)       DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS
PURSUANT TO AIM RULES 18 AND 19:

(i)         31 December year end

(ii)        year ended 31 December 2024

(iii)       Half year results for the period ended 30 June 2025: 30
September 2025

Full year results for the period ended 31 December 2025: 30 June 2026

Half year results for the period ended 30 June 2026: 30 September 2026

 

EXPECTED ADMISSION DATE:

Expected during Q3 2025

 

NAME AND ADDRESS OF NOMINATED ADVISER:

Investec Bank plc

30 Gresham Street

London

EC2V 7QP

 

NAME AND ADDRESS OF BROKER:

Citigroup Global Markets Limited

Citigroup Centre

33 Canada Square

Canary Wharf

London

E14 5LB

 

Investec Bank plc

30 Gresham Street

London

EC2V 7QP

 

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR
INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A
STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE
ADMISSION OF ITS SECURITIES:

The Admission Document contains full details about the applicant and the
admission of its securities and is available on the Company's website

 

https://www.rosebankindustries.com/investors/acquisition-of-eci/
(https://www.rosebankindustries.com/investors/acquisition-of-eci/)

 

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

FRC UK Corporate Governance Code

 

DATE OF NOTIFICATION:

4 July 2025

 

NEW/ UPDATE:

New

 

 

 

 

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