Result of Placing
05/12/2024 08:55
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RNS Number : 9603O Warpaint London PLC 05 December 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 OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE
REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A BREACH OF THE RELEVANT SECURITIES LAWS OF SUCH JURISDICTION.
PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES AND DOES NOT CONSTITUTE A
PROSPECTUS OR OFFERING MEMORANDUM OR AN OFFER IN RESPECT OF ANY SECURITIES AND
NEITHER THIS ANNOUNCEMENT NOR THE FACT OF ITS DISTRIBUTION, FORMS OR IS
INTENDED TO FORM THE BASIS FOR ANY INVESTMENT DECISION IN RESPECT OF WARPAINT
LONDON PLC OR OTHER EVALUATION OF ANY SECURITIES OF WARPAINT LONDON PLC OR ANY
OTHER ENTITY AND SHOULD NOT BE CONSIDERED AS A RECOMMENDATION THAT ANY
INVESTOR SHOULD SUBSCRIBE FOR OR PURCHASE ANY SUCH SECURITIES.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE UK
VERSION OF THE MARKET ABUSE REGULATION (EU NO. 596/2014) AS IT FORMS PART OF
UNITED KINGDOM DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT
2018 ("UK MAR").
For immediate release
5 December 2024
Warpaint London plc
Result of Placing
Warpaint London plc ("Warpaint" or the "Company") (AIM:W7L), the specialist
supplier of colour cosmetics and owner of the W7 and Technic brands, is
pleased to announce that, further to the announcement made earlier today
regarding the Placing (the "Launch Announcement"), it has raised gross
proceeds of £14 million by way of a placing of 2,745,098 new ordinary shares
of 25 pence each (the "Ordinary Shares") in the capital of the Company (the
"Placing Shares") at a price of 510 pence per Placing Share (the "Issue
Price").
The Placing was substantially oversubscribed. Allocations in the Placing will
be confirmed to Placees as soon as practicable today.
Shore Capital Stockbrokers Limited ("SCS") is acting as sole bookrunner in
connection with the Placing (the "Bookrunner").
Capitalised terms not defined in this announcement (this "Announcement") have
the meanings given to them in the Launch Announcement.
Highlights
· The Company has conditionally raised, in aggregate, gross proceeds of
£14 million at the Issue Price.
· The Issue Price represents a discount of approximately 2.67 per cent.
to the closing mid-market price of 524 pence per Existing Ordinary Share on 4
December 2024, being the latest practicable date prior to the publication of
the Launch Announcement.
· All the Directors have participated in the Placing and have
subscribed for an aggregate amount of £582,499.
Retail Offer
As announced earlier today, the Company also launched the Retail Offer through
the Bookbuild Platform to raise gross proceeds of up to £1 million (before
fees and expenses). The Retail Offer provides existing retail Shareholders
in the United Kingdom with an opportunity to participate in the Fundraising at
the same price as the Placing. The results of the Retail Offer are expected
to be announced on 9 December 2024.
Directors' participation in the Placing
The Directors of the Company have subscribed for a total of 114,210 Placing
Shares as set out below:
Director Number of Placing Shares Shareholding following the Placing % shareholding following the Placing (excluding the Retail Offer)
Clive Garston 5,882 132,197 0.16%
Samuel Bazini 49,019 15,994,227 19.87%
Eoin Macleod 49,019 15,994,227 19.87%
Neil Rodol 1,960 105,651 0.13%
Paul Hagon 1,470 32,615 0.04%
Sally Craig 980 980 0.00%
Keith Sadler 1,960 42,449 0.05%
Sharon Daly 1,960 6,040 0.01%
Indira Thambiah 1,960 1,960 0.00%
Total 114,210 32,310,346 40.14%
Details of the Placing
The Placing is conditional upon, inter alia, the Placing Agreement between
the Company and the Bookrunner not having been terminated in accordance with
its terms.
The Placing is not conditional on the completion of the Acquisition. The
conditions to the completion of the Acquisition are set out in the Acquisition
Announcement. In the unlikely event the Acquisition does not complete, the
Company may, at its option, decide to use the funds for alternative
investments or consider a tax efficient way to return the net proceeds to
Shareholders. The Retail Offer is conditional on the Placing but the Placing
is not conditional on the Retail Offer.
Admission, settlement and dealings
Application will be made to the London Stock Exchange for the New Ordinary
Shares to be admitted to trading on the AIM market of the London Stock
Exchange ("Admission").
Admission is expected to take place at 8.00 a.m. on 10 December 2024 and
dealings in the New Ordinary Shares are expected to commence at 8.00 a.m. on
10 December 2024 or, in each case, such later time and/or date as the
Bookrunner and the Company agree (being in any event no later than 8.00 a.m.
on 31 December 2024).
The New Ordinary Shares, when issued, will be credited as fully paid and will
rank pari passu in all respects with the Existing Ordinary Shares, including
the right to receive all dividends and other distributions declared, made or
paid after the date of issue.
The New Ordinary Shares will be in registered form and will be capable of
being held in either certificated or uncertificated form (i.e. in CREST).
Accordingly, following Admission, settlement of transactions in the Ordinary
Shares may take place within the CREST system if a Shareholder so wishes.
Shareholders who wish to receive and retain share certificates are able to do
so.
The ISIN number of the New Ordinary Shares is GB00BYMF3676. The TIDM is W7L.
For further information please contact:
Warpaint London plc c/o IFC
Sam Bazini - Chief Executive Officer
Eoin Macleod - Managing Director
Neil Rodol - Chief Financial Officer
Shore Capital (Financial Adviser, Nominated Adviser & Broker to Warpaint) 020 7408 4090
Patrick Castle, Daniel Bush, Lucy Bowden - Corporate Advisory
Fiona Conroy - Corporate Broking
IFC Advisory (Financial PR & IR) 020 3934 6630
Tim Metcalfe, Graham Herring, Florence Chandler
Important Notices
SCS and SCC are authorised and regulated by the FCA in the United Kingdom and
are acting exclusively for Warpaint and no one else in connection with the
Placing, and SCS and SCC will not be responsible to anyone (including any
Placees) other than Warpaint for providing the protections afforded to its
clients or for providing advice in relation to the Placing or any other
matters referred to in this Announcement.
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 the Bookrunner or by any of their respective Representatives 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 therefore is expressly
disclaimed.
The responsibilities of SCC as Warpaint's nominated adviser under the AIM
Rules for Nominated Advisers are owed solely to the London Stock Exchange and
are not owed to Warpaint or to any Director or to any other person.
Certain statements in this announcement are forward-looking statements which
are based on the Company's expectations, intentions and projections regarding
its future performance, anticipated events or trends and other matters that
are not historical facts. These forward-looking statements, which may use
words such as "aim", "anticipate", "believe", "intend", "estimate", "expect"
and words of similar meaning, include all matters that are not historical
facts. These forward-looking statements involve risks, assumptions and
uncertainties that could cause the actual results of operations, financial
condition, liquidity and dividend policy and the development of the industries
in which the Company's businesses operate to differ materially from the
impression created by the forward-looking statements. These statements are not
guarantees of future performance and are subject to known and unknown risks,
uncertainties and other factors that could cause actual results to differ
materially from those expressed or implied by such forward-looking statements.
Given those risks and uncertainties, prospective investors are cautioned not
to place undue reliance on forward-looking statements.
The Placing Shares to be issued pursuant to the Placing will be not be
admitted to trading on any stock exchange other than the AIM market of the
London Stock Exchange.
The Placing Shares have not been approved or disapproved by the US Securities
and Exchange Commission, any state securities commission or other regulatory
authority in the United States, nor have any of the foregoing authorities
passed upon or endorsed the merits of the Placing or the accuracy or adequacy
of this Announcement. Any representation to the contrary is a criminal offence
in the United States. The relevant clearances have not been, nor will they be,
obtained from the securities commission of any province or territory of
Canada, no prospectus has been lodged with, or registered by, the Australian
Securities and Investments Commission or the Japanese Ministry of Finance; the
relevant clearances have not been, and will not be, obtained from the South
Africa Reserve Bank or any other applicable body in the Republic of South
Africa in relation to the Placing Shares; and the Placing Shares have not
been, nor will they be, registered under or offered in compliance with the
securities laws of any state, province or territory of the United States,
Australia, Canada, the Republic of South Africa or Japan. Accordingly, the
Placing Shares may not (unless an exemption under the relevant securities laws
is applicable) be offered, sold, resold or delivered, directly or indirectly,
in or into the United States, Australia, Canada, the Republic of South Africa
or Japan or any other jurisdiction outside the United Kingdom or the EEA.
Neither the content of Warpaint's website nor any website accessible by
hyperlinks on Warpaint's website is incorporated in, or forms part of, this
Announcement.
The information below (set out in accordance with the requirements of UK MAR)
provides further detail:
PDMR Notification Forms:
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name 1) Clive Garston
2) Samuel Bazini
3) Eoin Macleod
4) Neil Rodol
5) Sally Craig
6) Paul Hagon
7) Keith Sadler
8) Sharon Daly
9) Indira Thambiah
2 Reason for the notification
a) Position/status 1) Non-Executive Chairman
2) Chief Executive Officer
3) Managing Director
4) Chief Financial Officer
5) General Counsel and Company Secretary
6) Executive Director
7) Non - Executive Director
8) Non - Executive Director
9) Non - Executive Director
b) Initial notification /Amendment Initial Notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Warpaint London Plc
b) LEI
4 Details of the transaction(s): section to be repeated for (i) each type of
instrument; (ii) each type of transaction; (iii) each date; and (iv) each
place where transactions have been conducted
a) Description of the financial instrument, type of instrument Ordinary Shares of 25 pence each
Identification code GB00BYMF3676
b) Nature of the transaction Issue of Placing Shares
c) Price(s) and volume(s) Price(s) Volume(s)
1) 510p 1) 5,882
2) 510p 2) 49,019
3) 510p 3) 49,019
4) 510p 4) 1,960
5) 510p 5) 980
6) 510p 6) 1,470
7) 510p 7) 1,960
8) 510p 8) 1,960
9) 510p 9) 1,960
d) Aggregated information
Aggregate volume Price N/A - single transactions
e) Date of the transaction 5 December 2024
f) Place of the transaction AIM
d)
Aggregated information
Aggregate volume Price
N/A - single transactions
e)
Date of the transaction
5 December 2024
f)
Place of the transaction
AIM
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