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RNS Number : 1870V  Scotch Corner Designer Village Hlgs  04 March 2026

 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS
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AUSTRALIA, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER
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This announcement is an advertisement (as defined in regulation 3 of the
Public Offers and Admissions to Trading Regulations 2024 and Rule 5-A.5 of the
Market Abuse Rules of the Financial Conduct Authority) and not a multilateral
trading facility admission prospectus ("MTF Admission Prospectus") or a
prospectus (or prospectus equivalent) and does not constitute or form part of
an offer or invitation to sell or issue or a solicitation of an offer to
subscribe for or buy any securities nor a recommendation to sell or buy
securities in any jurisdiction nor should it be relied upon in connection with
any contract or commitment whatsoever in any jurisdiction. Potential investors
should not purchase or subscribe for any transferable securities referred to
in this announcement except on the basis of the information in the final form
of the MTF Admission Prospectus which may be published in due course in
connection with the proposed admission of the entire issued and to be issued
ordinary shares in the capital of the Company ("Ordinary Shares") to trading
on the Aquis Real Asset Market segment of the Aquis Stock Exchange Limited and
associated placing, subscription and retail offer of Ordinary Shares. Upon any
such publication, the MTF Admission Prospectus will supersede this
announcement and the information contained herein in its entirety and your
investment decision, if any, must be made only on the basis of the information
contained therein. Neither this announcement, nor anything contained or
referred to herein shall form the basis of, or be relied upon in connection
with, any offer or commitment whatsoever in any jurisdiction. Copies of the
MTF Admission Prospectus will, if published, be available during normal
business hours on any day (except Saturdays, Sundays and public holidays) at
the registered office of the Company and online at
www.scotchcornerdesignervillage.com. A copy of this announcement is also
available from the Company's website at www.scotchcornerdesignervillage.com
(http://www.scotchcornerdesignervillage.com/) (subject to certain access
requirements pursuant to applicable securities laws or regulations).

4 March 2026

 

Scotch Corner Designer Village Holdings plc

(the "Company" or "Scotch Corner")

Intention to float on the Aquis Stock Exchange Growth Market and fundraising
of £25.5 million of equity for the development of UK's newest designer outlet
village

Scotch Corner Designer Village Holdings plc, which is developing a market
leading and largely pre-let retail and leisure destination in a prime location
in the North of England (the "Development"), is pleased to announce its
intention to apply for admission to trading on the Aquis Real Asset Market
("ARAM") segment of the Aquis Stock Exchange Growth Market ("AQSE"). Scotch
Corner has appointed Oberon Investments Limited ("Oberon Capital") and Retail
Book Limited ("RetailBook") to raise £25.5 million of new capital, targeting
both retail investors through RetailBook as well as institutional investors,
ahead of an intended flotation via an initial public offering (the "IPO") on
AQSE.

The Company is seeking to issue shares at an aggregate value of £25.5
million. In addition to this, the Development land and business will be
contributed to the Company by the sponsor in exchange for shares at an
aggregate value of £16.5 million, which represents a small discount to the
net value of the land as independently valued by Savills.

The Development benefits from a prominent location on the principal route
between the North East and South of England, renowned as the 'crossroads of
the North'. Some 29 million vehicles pass the junction each year.  The
proceeds of the shares to be issued and admitted to trading on the ARAM
segment of AQSE will be used to pay down existing debt and progress the
construction of the first phase of the Development, which comprises a
c.182,500 sq ft designer outlet village that is already c.66% pre-let and is
expected to have a gross development value ("GDV") of c.£169 million at
practical completion, as well as funding the acquisition of land for phase
two. Additional financing for phase one of the Development will come in the
form of mezzanine and senior debt, which is to be advanced on or around the
date of the listing.

The listing is expected to complete in April 2026, at which time the AQSE
listed shares in Scotch Corner are expected to be tradeable on major retail
investment platforms, including Hargreaves Lansdowne and Interactive Investor.

Scotch Corner Highlights:

·     Prominent Location: Situated on a prime site at the Junction of the
A1M and the A66, the site has c. 4.5 million residents within 60 minutes'
drive (5% more than the UK outlet average) and 9.6 million within 90 minutes,
a combination which makes it a strong contender to be one of the UK's best
located designer outlet locations.

·    Development Progress: The site has planning permission for c.182,500
sq ft of retail stores, leisure outlets, cafes and restaurants (Phase 1), and
c. 115,000 sq ft for one of the UK's largest home and garden centres (Phase
2). There is potential to acquire a further outlet phase of 120,000 sq ft
owned by a third party for which planning approval is pending (Phase 3).  The
development has been significantly derisked with enabling and infrastructure
works largely complete and the strong leasing momentum detailed below.

·    Leasing Progress: The retail and leisure space is now c.66% pre let
to strong fashion brands such as Calvin Klein, Hugo Boss and Tommy Hilfiger,
as well as dining outlets such as Wagamama, Pizza Express & Five Guys,
together with a 15,000 sq ft M&S. With a further 15% in solicitors' hands
or with heads of terms agreed, the Development is well positioned 18 months
ahead of completion.

·    Experienced team: Simon Waterfield, the sponsor behind Scotch Corner,
has a 30 year track record in delivering the successful renewal and
redevelopment of key sites around the UK, including Worcester Trade Park,
Cotswold Business Park and Newton Business Park in Nottingham. The wider team
includes Sarah Hodkinson, Leasing Director, who began her career as a
Chartered Surveyor and spent eight years at McArthur Glen and Patrick
Hanson-Lowe, Marketing Director, who previously ran the marketing for the
Bicester Village Collection's nine outlets across Europe and launched two
villages in China. Multi-Realm, one of the UK's leading outlet operators, will
be appointed operator and asset manager to help drive footfall, sales and
rental income as this destination outlet matures.

 

The ARAM segment of AQSE and ARAM Advisors Ltd

Led by some of the biggest names in UK real estate investment, ARAM is a new
tradable marketplace for the securitisation of all real assets and
infrastructure across the capital stack and risk spectrum, including single
assets (both geared and ungeared) and debt instruments. It will also provide
an alternative market to the LSE and other exchanges for traditional REITs.

ARAM Advisors is the specialist listing and market advisory firm launched to
focus ARAM. Its heavyweight management team is led by former managing director
of Dow Jones Commercial EMEA and rugby world cup winner Michael Lynagh; former
Aquis Exchange CFO & COO Jonathan Clelland; Duneane Asset Management
director Donall McCann; Rob Rackind, chair of Inhale Capital and former global
head of real estate at Credit Suisse Asset Management; and Martley Capital
chief executive and former M7 founder, Richard Croft.

Shareholders of Aram Advisors include Prestbury Investments chairman Nick
Leslau, property investor Nigel Wray, Henley IM, Moorfield, Zentra Group and
Acuitus.

 

Simon Waterfield, CEO of Scotch Corner Designer Village Holdings plc, said:
"With the appointments of Oberon Capital and RetailBook, we are now commencing
the fundraising process on what we believe is an exceptional opportunity for
investors to benefit from the development of what will be the UK's newest
designer village, in the highest growth retail subsector. Scotch Corner is
already largely pre let, and we therefore believe it is substantially
derisked, and is perfectly located on the 'crossroads of the North' where it
enjoys a catchment of some 4.5 million consumers living within an hour's drive
and is passed by some 29 million vehicles each year. The pre-letting success
we've had to date, and the brands that have either signed up already or that
we are in dialogue with regarding the remaining space, provide strong
endorsement of the desirability of the location and underscore our confidence
in our business plan.

"We expect to be the first company to IPO on the newly launched Aquis Real
Asset Market, creating an important new corporate finance template that allows
SME developers such as us to access capital, while allowing retail investors
direct access to projects and the associated returns that are usually reserved
for private equity type professional investors and developers."

Michael Lynagh, Director at Aram Advisors, added: "Having launched ARAM in the
middle of last year and flagged that we were expecting Scotch Corner to be the
first company to IPO on this new market, today's announcement marks an
important milestone in achieving our goal of creating a platform that
democratises access to the £1.3 trillion UK real estate market, enabling the
general public to invest in opportunities typically reserved for professional
investors. We look forward to welcoming Scotch Corner onto Aquis in due
course, and to proving ARAM's position as a viable new capital raising option
for real estate owners and developers."

 

Enquiries

 

 Scotch Corner Designer Village plc                               via FTI Consulting and Aram Advisors

 Cairn Financial Advisers LLP (AQSE Corporate Advisers)           +44 (0) 20 7213 0880

 Sandy Jamieson, Jo Turner

 Oberon Capital (Corporate Broker)                                +44 (0) 20 3179 5300

 Adam Pollock, Nick Lovering, Mike Seabrook, Aimee McCusker

 RetailBook (Retail Broker)                                       44 (0)20 7418 8900

 Fahim Chowdhury, Milo Dickins

 Aram Advisors (Listing Advisor)                                  +44 (0) 20 4551 1240
 Richard Croft, Jonathan Clelland, Michael Lynagh

 FTI Consulting (Financial PR & IR Adviser to the Company)        +44 (0) 20 3727 1000

 Richard Sunderland, Ellie Sweeney, Oliver Parsons

 

Further information on Scotch Corner Designer Village is available on its
website: https://www.scotchcornerdesignervillage.com/
(https://www.scotchcornerdesignervillage.com/)

IMPORTANT NOTICES:

This announcement constitutes an advertisement (as defined in Regulation 2 of
the Public Offers and Admissions to Trading Regulations 2024 ("POAT") and Rule
5-A.5 of the Market Abuse Regulation Rules of the Financial Conduct Authority)
and is not intended to be investment advice.

This announcement is not for publication or distribution, directly or
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The securities referred to herein have not been and will not be registered
under the U.S. Securities Act of 1933, as amended, and may not be offered or
sold in the United States, except pursuant to an applicable exemption from
registration. No public offering of securities is being made in the United
States

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or may be relied on in connection with or act as an inducement to enter into
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Admission and there is therefore no guarantee that a MTF Admission Prospectus
will be published, the fundraise will be made or Admission will occur.
Potential investors should not base their financial decision on this
announcement. Acquiring investments to which this announcement relates may
expose an investor to a significant risk of losing all of the amount invested.
Persons considering making investments should consult an authorised person
specialising in advising on such investments. Neither this announcement, nor
the MTF Admission Prospectus, constitutes a recommendation concerning a
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forward-looking statements for the purposes of POAT and PRM 8 of the Financial
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The securities referred to herein have not been registered under the
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or Japan and, subject to certain exceptions, may not be offered or sold within
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This announcement is directed only at persons whose ordinary activities
involve them in acquiring, holding, managing and disposing of investments (as
principal or agent) for the purposes of their business and who have
professional experience in matters relating to investments and are: (i) if in
a member state of the European Economic Area ("EEA"), Qualified Investors as
defined in article 2(e) of Regulation (EU) 2017/1129 (the "EU Prospectus
Regulation"); (ii) if in the United Kingdom, are Qualified Investors for the
purposes of POAT and (a) fall within article 19(5) of the Financial Services
and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the
"Order") or (b) are persons who fall within article 49(2)(a) to (d) of the
Order, or (c) to whom it may otherwise be lawfully distributed (all such
persons together being referred to as "Relevant Persons").

This announcement must not be acted on or relied on by persons who are not
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in only with such persons.

This announcement contains statements that are, or may be deemed to be,
"forward-looking statements". These forward-looking statements involve known
and unknown risks and uncertainties, many of which are beyond the Company's
control and all of which are based on the Directors' current beliefs and
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industry in which the Company operates. By their nature, forward-looking
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Forward-looking statements are not guarantees of future performance. The
actual results, performance or achievements of the Company or developments in
the industry in which the Company operates may differ materially from the
future results, performance or achievements or industry developments expressed
or implied by the forward-looking statements contained in this announcement.

These forward-looking statements and other statements contained in this
announcement regarding matters that are not historical facts involve
predictions. No assurance can be given that such future results will be
achieved; actual events or results may differ materially as a result of risks
and uncertainties facing the Company. Such risks and uncertainties could cause
actual results to vary materially from the future results indicated, expressed
or implied in such forward-looking statements.

Nothing contained herein constitutes or should be construed as (i) investment,
tax, accounting or legal advice; (ii) a representation that any investment or
strategy is suitable or appropriate to your individual circumstances; or (iii)
a personal recommendation to you

Each of the Company and RetailBook, and their respective affiliates, expressly
disclaims any obligation or undertaking to update, review or revise any
forward-looking statements contained in this announcement and disclaims any
obligation to update its view of any risks or uncertainties described herein
or to publicly announce the results of any revisions to the forward-looking
statements made in this announcement, whether as a result of new information,
future developments or otherwise, except as required by law.

The anticipated timetable for Admission, including the publication of the MTF
Admission Prospectus and/or the date of Admission, may be influenced by a
range of circumstances such as market conditions. There is no guarantee that
the MTF Admission Prospectus will be published or that Admission will occur.
Acquiring investments to which this announcement relates may expose an
investor to a significant risk of losing all or part of the amount invested.
Persons considering making such an investment should consult an authorised
person specialising in advising on such investments.

This announcement does not constitute a recommendation concerning Admission or
the Ordinary Shares. The value of Ordinary Shares and the income from them is
not guaranteed and can fall as well as rise due to stock market and currency
movements. On any sale of an investment an investor may get back less than he
or she originally invested. Potential investors should consult a professional
adviser as to the suitability of the Ordinary Shares for the person concerned
before making any investment decision. Past performance cannot be relied upon
as a guide to future performance.

Neither RetailBook, nor any of its affiliates, their respective directors,
officers or employees, advisers, agents or any other person accepts any
responsibility or liability whatsoever for the contents of, or makes any
representations or warranties, express or implied, as to the accuracy,
fairness or completeness of the information presented or contained in this
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visual or electronic form, and howsoever transmitted or made available or for
any loss howsoever arising from any use of this announcement or its contents
or otherwise arising in connection therewith. Accordingly, RetailBook, its
affiliates, their respective directors, officers or employees, and any other
person acting on their behalf expressly disclaims, to the fullest extent
possible, any and all liability whatsoever for any loss howsoever arising
from, or in reliance upon, the whole or any part of the contents of this
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otherwise have in respect of this announcement or its contents or otherwise
arising in connection therewith.

RetailBook, which is authorised and regulated by the Financial Conduct
Authority in the United Kingdom, is acting exclusively for the Company and
no-one else in connection with the possible Admission and fundraise.
RetailBook will not regard any other person as its client in relation to the
possible Admission and fundraise and will not be responsible to anyone other
than the Company for providing the protections afforded to its clients, nor
for providing advice in relation to the possible Admission or fundraise, the
contents of this announcement or any transaction, arrangement or other matter
referred to herein.

For the avoidance of doubt, the contents of the Company's website and any
links available from the Company's website are not incorporated by reference
into, and do not form part of, this announcement.

Notice to Distributors

UK Product Governance Requirements

Solely for the purposes of the product governance requirements contained
within Chapter 3 of the FCA Handbook Production Intervention and Product
Governance Sourcebook (the "UK Product Governance Requirements"), and/or any
equivalent requirements elsewhere to the extent determined to be applicable,
and disclaiming all and any liability, whether arising in tort, contract or
otherwise, which any "manufacturer" (for the purposes of the UK Product
Governance Requirements) may otherwise have with respect thereto, the Ordinary
Shares have been subject to a product approval process, which has determined
that the Ordinary Shares are: (i) compatible with an end target market of
retail investors and investors who meet the criteria of professional clients
and eligible counterparties, each as defined in paragraph 3 of the FCA
Handbook Conduct of Business Sourcebook; and (ii) eligible for distribution
through all distribution channels as are permitted by MiFID II (the "Target
Market Assessment").

Notwithstanding the Target Market Assessment, distributors (for the purposes
of the UK Product Governance Requirements) should note that: (i) the price
of the Ordinary Shares may decline and investors could lose all or part of
their investment; (ii) the Ordinary Shares offer no guaranteed income and no
capital protection; and (iii) an investment in the Ordinary Shares is
compatible only with investors who do not need a guaranteed income or capital
protection, who (either alone or in conjunction with an appropriate financial
or other adviser) are capable of evaluating the merits and risks of such an
investment and who have sufficient resources to be able to bear any losses
that may result therefrom. The Target Market Assessment is without prejudice
to the requirements of any contractual, legal or regulatory selling
restrictions in relation to the fundraise. Furthermore, it is noted that,
notwithstanding the Target Market Assessment, only investors who meet the
criteria of professional clients and eligible counterparties will be procured.

For the avoidance of doubt, the Target Market Assessment does not
constitute: (a) an assessment of suitability or appropriateness for the
purposes of Chapter 9A or 10A respectively of the FCA Handbook Conduct of
Business Sourcebook; or (b) a recommendation to any investor or Company of
investors to invest in, or purchase, or take any other action whatsoever with
respect to the Ordinary Shares.

Each distributor is responsible for undertaking its own Target Market
Assessment in respect of the Ordinary Shares and determining appropriate
distribution channels.

 

EU Product Governance Requirements

Solely for the purposes of the product governance requirements contained
within: (a) EU Directive 2014/65/EU on markets in financial instruments, as
amended and as this is applied in the United Kingdom ("MiFID II"); (b)
Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593
supplementing MiFID II and Regulation (EU) No 600/2014 of the European
Parliament, as they form part of UK law by virtue of the European Union
(Withdrawal) Act 2018, as amended; and (c) local implementing measures
(together, the "MiFID II Product Governance Requirements"), and disclaiming
all and any liability, whether arising in tort, contract or otherwise, which
any "manufacturer" (for the purposes of the MiFID II Product Governance
Requirements) may otherwise have with respect thereto, the Ordinary Shares
have been subject to a product approval process, which has determined that
such securities are: (i) compatible with an end target market of retail
investors who do not need a guaranteed income or capital protection and
investors who meet the criteria of professional clients and eligible
counterparties, each as defined in MiFID II; and (ii) eligible for
distribution through all distribution channels as are permitted by MiFID II
(the "EU Target Market Assessment"). The Ordinary Shares are not appropriate
for a target market of investors whose objectives include no capital loss.
Notwithstanding the Target Market Assessment, distributors should note that:
the price of the Ordinary Shares may decline and investors could lose all or
part of their investment; the Ordinary Shares offer no guaranteed income and
no capital protection; and an investment in the Ordinary Shares is compatible
only with investors who do not need a guaranteed income or capital projection,
who (either alone or in conjunction with an appropriate financial or other
adviser) are capable of evaluating the merits and risks of such an investment
and who have sufficient resources to be able to bear any losses that may
result therefrom. The EU Target Market Assessment is without prejudice to the
requirements of any contractual, legal or regulatory selling restrictions in
relation to the fundraising. Furthermore, it is noted that, notwithstanding
the EU Target Market Assessment only investors who meet the criteria of
professional clients and eligible counterparties will be procured. For the
avoidance of doubt, the EU Target Market Assessment does not constitute: (a)
an assessment of suitability or appropriateness for the purposes of MiFID II;
or (b) a recommendation to any investor or group of investors to invest in, or
purchase, or take any other action whatsoever with respect to the Ordinary
Shares.

Each distributor is responsible for undertaking its own target market
assessment in respect of the shares and determining appropriate distribution
channels.

 

 

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