TIDMFUTR
RNS Number : 7671U
Numis Securities Limited
27 November 2019
THIS ANNOUNCEMENT (THE "ANNOUNCEMENT") AND THE INFORMATION IN
IT, IS RESTRICTED, AND IS NOT FOR PUBLICATION, RELEASE OR
DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR
INTO THE UNITED STATES, CANADA, AUSTRALIA, NEW ZEALAND, JAPAN OR
THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH
SUCH PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN
ARTICLE 7 OF THE MARKET ABUSE REGULATION NO. 596/2014 ("MAR"). UPON
THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS
NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS
ANNOUNCEMENT.
27 November 2019
RESULTS OF PLACING OF 3,122,354 ORDINARY SHARES IN Future plc
(THE "COMPANY" OR "Future")
Further to yesterday's announcement, certain members of the
senior management team and certain other senior managers and
employees who had left with "good leaver" status (together, the
"Sellers"), announce that, subject to completion, they have sold
3,122,354 shares in Future (together, the "Placing Shares") through
RBC cees Trustee Limited, in its capacity as trustee of The Future
plc Employment Benefit Trust (the "EBT") at a price of GBP14.00 per
share (the "Placing"), raising aggregate gross proceeds of
approximately GBP43.7 million.
Zillah Byng-Thorne, Chief Executive Officer, and Penny
Ladkin-Brand, Chief Financial Officer, sold 1,045,344 and 550,000
shares respectively, in part to satisfy certain tax obligations and
other costs associated with the vesting of the options. The other
Sellers, comprising 17 individuals employed or previously employed
by Future, sold 1,527,010 shares in aggregate.
Following completion of the Placing, Zillah Byng-Thorne and
Penny Ladkin-Brand will hold 450,053 and 511,692 shares in Future
respectively, representing approximately 0.5% and 0.5% of the
Company's issued share capital respectively.
Following the Placing, Zillah Byng-Thorne and Penny Ladkin-Brand
do not intend to sell any further shares in the next 90 days.
The trade date for the Placing will be 27 November 2019 and
settlement is expected to occur on a T+2 basis on 29 November 2019,
subject to the satisfaction or waiver of certain customary
conditions.
Numis Securities Limited ("Numis Securities" or "Numis") and
NplusOne Singer Capital Markets Limited ("N+1 Singer") are acting
as joint bookrunners (the "Joint Bookrunners") in connection with
the Placing.
The Company will not receive any proceeds from the Placing
except that the Sellers have directed that an amount from the
proceeds of the Placing equal to income tax and employee National
Insurance contributions arising on the exercise of the options are
paid to the Company for the purposes of accounting to HM Revenue
& Customs.
Contacts / Enquiries
Numis
Nick Westlake / Mark Lander / Hugo Rubinstein / Will Baunton
0207 260 1000
N+1 Singer
Mark Taylor / Tom Salvesen / Justin McKeegan 020 7496 3000
IMPORTANT NOTICE
MEMBERS OF THE PUBLIC ARE NOT ELIGIBLE TO TAKE PART IN THE
PLACING. 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: (1) IF IN A MEMBER STATE
OF THE EUROPEAN ECONOMIC AREA ("EEA"), QUALIFIED INVESTORS AS
DEFINED IN ARTICLE 2(E) OF THE PROSPECTUS REGULATION (EU) 2017/1129
AS AMENDED FROM TIME TO TIME ("QUALIFIED INVESTORS"); (2) IF IN THE
UNITED KINGDOM, QUALIFIED INVESTORS WHO (A) FALL WITHIN ARTICLE
19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL
PROMOTION) ORDER 2005, AS AMENDED (THE "ORDER") (INVESTMENT
PROFESSIONALS) OR (B) FALL WITHIN ARTICLE 49(2)(a) TO (d) (HIGH NET
WORTH COMPANIES, UNINCORPORATED ASSOCIATIONS, ETC.) OF THE ORDER
(ALL SUCH PERSONS TOGETHER BEING REFERRED TO AS "RELEVANT
PERSONS").
THIS ANNOUNCEMENT AND THE INFORMATION IN IT MUST NOT BE ACTED ON
OR RELIED ON BY PERSONS WHO ARE NOT RELEVANT PERSONS. PERSONS
DISTRIBUTING THIS ANNOUNCEMENT MUST SATISFY THEMSELVES THAT IT IS
LAWFUL TO DO SO. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH
THIS ANNOUNCEMENT RELATES IS AVAILABLE ONLY TO RELEVANT PERSONS AND
WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS. THIS ANNOUNCEMENT
DOES NOT CONSTITUTE AN OFFER FOR SALE OR SUBSCRIPTION OF ANY
SECURITIES IN Future PLC.
THE PLACING SHARES HAVE NOT BEEN AND WILL NOT BE REGISTERED
UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE
"SECURITIES ACT"), OR WITH ANY SECURITIES REGULATORY AUTHORITY OF
ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES OF AMERICA
(INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED
STATES AND THE DISTRICT OF COLUMBIA), AND MAY NOT BE OFFERED, SOLD
OR TRANSFERRED, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION
NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT
AND IN COMPLIANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE
OR OTHER JURISDICTION OF THE UNITED STATES. THE PLACING SHARES ARE
BEING OFFERED AND SOLD ONLY: (I) OUTSIDE OF THE UNITED STATES IN
OFFSHORE TRANSACTIONS IN RELIANCE ON REGULATION S UNDER THE
SECURITIES ACT AND OTHERWISE IN ACCORDANCE WITH APPLICABLE LAWS AND
(II) IN THE UNITED STATES TO A LIMITED NUMBER OF "QUALIFIED
INSTITUTIONAL BUYERS" (AS DEFINED IN RULE 144A UNDER THE SECURITIES
ACT) IN TRANSACTIONS EXEMPT FROM REGISTRATION UNDER THE SECURITIES
ACT. NO PUBLIC OFFERING OF THE PLACING SHARES IS BEING MADE IN THE
UNITED STATES OR ELSEWHERE.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT
CONSTITUTE AN OFFER TO SELL OR ISSUE, OR THE SOLICITATION OF AN
OFFER TO BUY, ACQUIRE OR SUBSCRIBE FOR SHARES IN THE CAPITAL OF THE
COMPANY IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND
OR THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER STATE OR JURISDICTION
IN WHICH SUCH OFFER OR SOLICITATION IS NOT AUTHORISED OR TO ANY
PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH OFFER OR SOLICITATION.
ANY FAILURE TO COMPLY WITH THESE RESTRICTIONS MAY CONSISTUTE A
VIOLATION OF THE SECURITIES LAWS OF SUCH JURISDICTIONS.
Numis is authorised and regulated by the Financial Conduct
Authority ("FCA") in the United Kingdom and is acting exclusively
for the EBT and no one else in connection with the Placing, and
Numis will not be responsible to anyone (including any Placees)
other than the EBT 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.
N+1 Singer is authorised and regulated by the FCA in the United
Kingdom and is acting exclusively for the Company and no one else
in connection with the Placing, and N+1 Singer will not be
responsible to anyone other than the EBT 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 Joint Bookrunners or by any of their
respective 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 therefore is
expressly disclaimed. Neither the EBT, the Sellers, Numis nor N+1
Singer have independently verified the contents of this
Announcement.
In addition, in the event that the Joint Bookrunners acquire
Placing Shares in the Placing, the Joint Bookrunners may
co-ordinate disposals of such shares in accordance with applicable
law and regulation. Except as required by applicable law or
regulation, the Joint Bookrunners and their respective affiliates
do not propose to make any public disclosure in relation to such
transactions.
This Announcement does not constitute a recommendation by the
Company, the EBT, the Sellers, Numis, N+1 Singer or any of their
respective affiliates concerning any investor's options with
respect to the Placing. Each investor or prospective investor
should conduct his, her or its own investigation, analysis and
evaluation of the business and data described in this Announcement.
The price and value of securities can go down as well as up. Past
performance is not a guide to future performance. The contents of
this Announcement are not to be construed as legal, business,
financial or tax advice. Each investor or prospective investor
should consult his, her or its own legal adviser, business adviser,
financial adviser or tax adviser for legal, financial, business or
tax advice.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
ROIFEDEFMFUSEDF
(END) Dow Jones Newswires
November 27, 2019 02:00 ET (07:00 GMT)
Future (AQSE:FUTR.GB)
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부터 6월(6) 2024 으로 7월(7) 2024
Future (AQSE:FUTR.GB)
과거 데이터 주식 차트
부터 7월(7) 2023 으로 7월(7) 2024