REG - Science in Sport PLC - Result of the Retail Offer

Science in SportAnnouncement

08/07/2024 07:00

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RNS Number : 4018V  Science in Sport PLC  08 July 2024

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, THE REPUBLIC OF
SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE,
PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT
NOTICES AT THE END OF THIS ANNOUNCEMENT.

 

Science in Sport plc

(the "Company" or the "Group")

Result of the Retail Offer

 

Science in Sport plc (AIM: SIS), the premium performance nutrition company
serving elite athletes, sports enthusiasts, and the active lifestyle
community, is pleased to confirm that, further to the announcement made on 4
July 2024 in relation to the Placing ("Launch Announcement") and the
announcement made on 4 July 2024 in relation to the Retail Offer, it has
raised aggregate gross proceeds of £0.5 million pursuant to the
oversubscribed Retail Offer (the Placing together with the Retail Offer being
referred to in this announcement as the "Capital Raising"). Accordingly, the
Company will issue a total of 2,941,176 new Ordinary Shares at the Issue Price
pursuant to the Retail Offer ("Retail Offer Shares").

 

In total, the Capital Raising has conditionally raised gross proceeds of
approximately £8.5 million for the Company.

 

Admission and total voting rights

Applications have been made for the Placing Shares and the Retail Offer Shares
to be admitted to trading on AIM, a market of that name operated by London
Stock Exchange plc ("AIM") ("Admission"). Admission is expected to become
effective on or around 8.00 a.m. on 25 July 2024.

 

Upon Admission, the Company's issued ordinary share capital will consist of
232,272,606 Ordinary Shares with one voting right each. The Company does not
hold any Ordinary Shares in treasury. Therefore, from Admission the total
number of Ordinary Shares and voting rights in the Company will be
232,272,606. With effect from Admission, 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 Financial Conduct Authority's ("FCA")
Disclosure Guidance and Transparency Rules.

 

The new Ordinary Shares to be issued pursuant to the Retail Offer will be
issued free of all liens, charges and encumbrances and will, on Admission,
rank pari passu in all respects with the new Ordinary Shares to be issued
pursuant to the Placing and the Company's existing Ordinary Shares.

 

Terms used but not defined in this announcement have the same meaning as set
out in the Launch Announcement.

 

Commenting, Daniel Wright, Executive Chairman of Science in Sport, said: "The
widespread support from our retail shareholder base in this Retail Offer
underscores the deep loyalty of so many consumers to Science in Sport's
world-leading brands."

For further information:

 Science in Sport plc                                                      T: 020 7400 3700
 Daniel Wright, Executive Chairman

 Daniel Lampard, Chief Operating Officer

 Christopher Welsh, Chief Financial Officer

 Panmure Liberum Limited (Nominated Adviser, Broker and Sole Bookrunner)   T: 020 3100 2000
 Richard Lindley

 John More

 Anake Singh

 Winterflood Retail Access Platform                                        WRAP@winterflood.com

 Joe Winkley, Sophia Bechev

 

The Company's LEI is 213800FWYWBJFJPPJ981.

 

This announcement should be read in its entirety. In particular, the
information in the "Important Notices" section of the announcement should be
read and understood.

 

Important Notices

 

The content of this announcement has been prepared by, and is the sole
responsibility of, the Company.

 

This announcement and the information contained herein is not for release,
publication or distribution, directly or indirectly, in whole or in part, in
or into or from the United States (including its territories and possessions,
any state of the United States and the District of Columbia (the "United
States" or "US")), Australia, Canada, New Zealand, Japan, the Republic of
South Africa, any member state of the EEA or any other jurisdiction where to
do so might constitute a violation of the relevant laws or regulations of such
jurisdiction.

 

The Retail Offer Shares have not been and will not be registered under the US
Securities Act of 1933, as amended (the "US Securities Act") or under the
applicable state securities laws of the United States and may not be offered
or sold directly or indirectly in or into the United States. No public
offering of the Retail Offer Shares is being made in the United States. The
Retail Offer Shares are being offered and sold outside the United States in
"offshore transactions", as defined in, and in compliance with, Regulation S
under the US Securities Act ("Regulation S") to non-US persons (within the
meaning of Regulation S). In addition, the Company has not been, and will not
be, registered under the US Investment Company Act of 1940, as amended.

 

This announcement does not constitute an offer to sell or issue or a
solicitation of an offer to buy or subscribe for Retail Offer Shares in the
United States, Australia, Canada, New Zealand, Japan, the Republic of South
Africa, any member state of the EEA or any other jurisdiction in which such
offer or solicitation is or may be unlawful. No public offer of the securities
referred to herein is being made in any such jurisdiction.

 

The distribution of this announcement may be restricted by law in certain
jurisdictions and persons into whose possession any document or other
information referred to herein comes should inform themselves about and
observe any such restriction. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such jurisdiction.

 

WRAP is a proprietary technology platform owned and operated by Winterflood
Securities Ltd ("Winterflood") whose registered address at Riverbank House, 2
Swan Lane, London EC4R 3GA; FRN 141455). Winterflood is authorised and
regulated in the United Kingdom by the FCA, is acting exclusively for the
Company and for no-one else and will not regard any other person (whether or
not a recipient of this announcement) as its client in relation to the Retail
Offer and will not be responsible to anyone other than the Company for
providing the protections afforded to its clients, nor for providing advice in
connection with the Retail Offer, Admission and the other arrangements
referred to in this announcement.

 

The information in this announcement is for background purposes only and does
not purport to be full or complete. None of Winterflood or any of its
affiliates, accepts any responsibility or liability whatsoever for, or makes
any representation or warranty, express or implied, as to this announcement,
including the truth, accuracy or completeness of the information in this
announcement (or whether any information has been omitted from the
announcement) or any other information relating to the Company or associated
companies, whether written, oral or in a visual or electronic form, and
howsoever transmitted or made available or for any loss howsoever arising from
any use of the announcement or its contents or otherwise arising in connection
therewith. Winterflood and its affiliates, accordingly disclaim all and any
liability whether arising in tort, contract or otherwise which they might
otherwise be found to have in respect of this announcement or its contents or
otherwise arising in connection therewith.

 

Any indication in this announcement of the price at which the Ordinary Shares
have been bought or sold in the past cannot be relied upon as a guide to
future performance. Persons needing advice should consult an independent
financial adviser. No statement in this announcement is intended to be a
profit forecast and no statement in this announcement should be interpreted to
mean that earnings or target dividend per share of the Company for the current
or future financial years would necessarily match or exceed the historical
published earnings or dividends per share of the Company.

 

Neither the content of the Company's website (or any other website) nor the
content of any website accessible from hyperlinks on the Company's website (or
any other website) is incorporated into or forms part of this announcement.

 

Panmure Liberum Limited ("Panmure Liberum"), which is authorised and regulated
by the FCA in the United Kingdom, is acting as Nominated Adviser and sole
bookrunner to the Company in connection with the Placing. Panmure Liberum has
not authorised the contents of, or any part of, this announcement, and no
liability whatsoever is accepted by Panmure Liberum for the accuracy of any
information or opinions contained in this announcement or for the omission of
any material information. No representation or warranty, express or implied,
is or will be made as to, or in relation to, and no responsibility or
liability is or will be accepted by Panmure Liberum or by any of its
affiliates or agents as to, or in relation to, the accuracy or completeness of
this Announcement or any other written or oral information made available to
or publicly available to any interested party or its advisers, and any
liability therefor is expressly disclaimed. The responsibilities of Panmure
Liberum as the Company's Nominated Adviser under the AIM Rules for Companies
and the AIM Rules for Nominated Advisers are owed solely to London Stock
Exchange plc and are not owed to the Company or to any director or shareholder
of the Company or any other person, in respect of its decision to acquire
shares in the capital of the Company in reliance on any part of this
announcement, or otherwise.

 

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