Open Offer Launch, Posting of Circular & GM Notice
22/07/2022 17:35
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RNS Number : 5151T Unbound Group PLC 22 July 2022
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IN IT, IS FOR PUBLICATION, RELEASE, TRANSMISSION, DISTRIBUTION OR FORWARDING,
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(OR TO ANY PERSONS IN ANY OF THOSE JURISDICTIONS). PLEASE SEE THE IMPORTANT
NOTICES AT THE END OF THIS ANNOUNCEMENT.
22 July 2022
Unbound Group plc
Launch of Open Offer, Posting of Circular
and
Notice of General Meeting
Unbound Group plc (AIM: UBG) ("Unbound Group", the "Company" or, together with
its subsidiary undertakings, the "Group"), is pleased to announce that,
further to the Company's announcement on 21 July 2022 (the "Launch
Announcement"), it is proposing to raise up to approximately £1 million
(before expenses) through an Open Offer pursuant to which Qualifying
Shareholders will have an opportunity to subscribe for an aggregate of
6,675,849 Open Offer Shares at an Offer Price of 15 pence per Open Offer
Share.
Pursuant to the Open Offer, Qualifying Shareholders will be given the
opportunity to subscribe for:
1 Open Offer Share for every 6.33 Existing Ordinary Shares
held by Qualifying Shareholders at the Record Date and so on in proportion for
any other number of Existing Shares then held.
Any Open Offer Shares not subscribed for by Qualifying Shareholders will be
available to Qualifying Shareholders under the Excess Application Facility and
as such, Qualifying Shareholders seeking to limit their dilution from the
Placing can also request additional Open Offer Shares ("Excess Shares") under
the Excess Application Facility. The Open Offer is not being underwritten.
The Open Offer is conditional upon, among other things (i) the Resolutions
being duly passed by Shareholders at the General Meeting and (ii) Admission
having become effective at or before 8.00 a.m. on 11 August 2022 (or such
later time and/or date as the Bookrunner may agree with the Company not being
later than 8.00 a.m. on 1 September 2022).
Posting of Circular
The Company also confirms that a circular, which contains further details
regarding the Open Offer and the Share Capital Reorganisation and a notice
convening the General Meeting (the "Circular"), will be posted today to
Qualifying Shareholders, along with the Application Form (where applicable).
The Circular will also be made available on the Company's website:
https://unboundgroupplc.com/.
Notice of General Meeting
The General Meeting has been convened for 10.00 a.m. on 10 August 2022 at the
offices of Singer Capital Markets, 1 Bartholomew Lane, London, EC2N 2AX.
Capitalised terms used in this announcement have the meanings given to them in
the Circular, unless the context provides otherwise.
Enquiries:
Unbound Group plc
Ian Watson, Chief Executive Officer
Dan Lampard, Chief Financial Officer
020 3874 8300
Singer Capital Markets (Nominated Adviser, Sole Broker and Sole Bookrunner)
Peter Steel / Tom Salvesen / Alaina Wong / Kailey Aliyar
020 7496 3000
Vico Partners (Financial PR Adviser)
Sofia Newitt
020 3957 5045
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
2022
Record Date and time for entitlements under the Open Offer 6.00 p.m. on 19 July
Announcement of the Fundraising 21 July
Posting of the Circular, Application Forms and Forms of Proxy 22 July
Existing Ordinary Shares marked 'ex' by London Stock Exchange 8.00 a.m. on 22 July
Basic Entitlements and Excess Open Offer Entitlements credited to stock 8.00 a.m. on 25 July
accounts in CREST of Qualifying CREST Shareholders
Recommended latest time for requesting withdrawal of Basic Entitlements and 4.30 p.m. on 2 August
Excess Open Offer Entitlements from CREST
Latest time for depositing Basic Entitlements and Excess Open Offer 3.00 p.m. on 3 August
Entitlements into CREST
Latest time and date for splitting of Application Forms (to satisfy bona fide 3.00 p.m. on 4 August
market claims only)
Last time and date for receipt of completed Forms of Proxy 10.00 a.m. on 8 August
Latest time and date for receipt of completed Application Forms and payment in 11.00 a.m. on 8 August
full under the Open Offer or settlement of relevant CREST instruction (as
appropriate)
General Meeting 10:00 a.m. 10 August
Record Date for the Share Capital Reorganisation 6.00 p.m. 10 August
Results of General Meeting and Open Offer announced through an RIS 10 August
Effective Date for the Corporate Restructure 7.00 a.m. on 11 August
Admission and commencement of dealings in the Placing Shares and the Open 8:00 a.m. 11 August
Offer Shares
Placing Shares and Open Offer Shares credited to CREST stock accounts 11 August
Despatch of definitive share certificates for Placing Shares and Open Offer within 14 days of Admission
Shares held in certificated form
Each of the times and dates above refer to London time and are subject to
change. Any such change will be notified to Shareholders by an announcement
through a Regulatory Information Service. All events listed in the above
timetable following the General Meeting are conditional on the passing of the
Resolutions at the General Meeting.
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