REG - TClarke PLC - Update on Admission

TclarkeAnnouncement

24/07/2023 17:45

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RNS Number : 0167H  TClarke PLC  24 July 2023

24 July 2023

 

TClarke plc

Update on Admission

 

TClarke plc ("TClarke", the "Group" or the "Company"), the Building Services
Group, provides an update on the Admission of Ordinary Shares pursuant to the
Placing and Notice of General Meeting announcement, dated 6 July 2023 (the
"Placing Shares").

 

Following the passing of all resolutions as announced earlier today in the
Result of General Meeting and Total Voting Rights announcement, the Placing
Shares will, when issued, be credited as fully paid and rank pari passu in
all respects with each other and with the Existing Ordinary Shares, including,
without limitation, the right to receive all dividends and other distributions
declared, made or paid after the date of issue.

Applications have been made to the Financial Conduct Authority (the "FCA") for
admission of 8,749,337 Placing Shares to the premium listing segment of the
Official List maintained by the FCA and to London Stock Exchange plc ("LSE")
for admission of the Placing Shares to trading on LSE's main market for listed
securities ("Admission"). Admission and settlement of the Placing Shares is
now expected to take place on or around 8.00 a.m. on 26 July 2023.

Following Admission, the Company will have a total of 52,850,780 Ordinary
Shares in issue. There are no Ordinary Shares held in treasury and therefore
the total number of voting rights in the Company is expected to be 52,850,780.
This is the figure that 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 change to their interest in, the
share capital of the Company under the Financial Conduct Authority's
Disclosure Guidance and Transparency Rules.

 

For further information, please contact:

 

 TClarke PLC                                                 +44 (0) 020 7997 7400
 Mark Lawrence, Chief Executive Officer                       http://www.tclarke.co.uk (http://www.tclarke.co.uk)

 Trevor Mitchell, Finance Director

 Cenkos Securities plc (Sole Broker)                         +44 (0) 20 7397 8900
 Ben Jeynes / Max Gould / Hamish Waller (Corporate Finance)
 Dale Bellis / Jasper Berry (Sales)

 RMS Partners                                                +44 (0) 20 3735 6551
 Simon Courtenay

 

Important notices

 

The distribution of this Announcement and any other documentation associated
with the Placing into jurisdictions other than the United Kingdom may be
restricted by law.  Persons into whose possession these documents come should
inform themselves about and observe any such restrictions.  Any failure to
comply with these restrictions may constitute a violation of the securities
laws or regulations of any such jurisdiction.  In particular, such documents
should not be distributed, forwarded to or transmitted, directly or
indirectly, in whole or in part, in, into or from the United States,
Australia, Canada, Japan or the Republic of South Africa or any other
jurisdiction where to do so may constitute a violation of the securities laws
or regulations of any such jurisdiction (each a "Restricted Jurisdiction").

 

This Announcement is not an offer of securities for sale into the United
States.  The new ordinary shares to be issued pursuant to the Placing (the
"Placing Shares") have not been and will not be registered under the US
Securities Act 1933 as amended (the "US Securities Act") or with any
securities regulatory authority of any state or other jurisdiction of the
United States and, accordingly, may not be offered, sold, resold, taken up,
transferred, delivered or distributed, directly or indirectly, within the
United States except pursuant to an applicable exemption from, or in a
transaction not subject to, the registration requirements of the US Securities
Act and in compliance with any applicable securities laws of any state or
other jurisdiction of the United States. There will be no public offer of the
Placing Shares in the United States.

 

The Placing Shares have not been and will not be registered under the relevant
laws of any state, province or territory of any Restricted Jurisdiction and
may not be offered, sold, resold, taken up, transferred, delivered or
distributed, directly or indirectly, within any Restricted Jurisdiction except
pursuant to an applicable exemption from registration requirements.  There
will be no public offer of Placing Shares.

 

This Announcement is for information purposes only and does not constitute or
form part of any offer to issue or sell, or the solicitation of an offer to
acquire, purchase or subscribe for, any securities in any jurisdiction and
should not be relied upon in connection with any decision to subscribe for or
acquire any of the Placing Shares (as the case may be).  In particular, this
Announcement does not constitute or form part of any offer to issue or sell,
or the solicitation of an offer to acquire, purchase or subscribe for, any
securities in the United States.

 

 

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