THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN ARE
RESTRICTED AND ARE NOT FOR PUBLICATION, RELEASE, DISTRIBUTION OR
FORWARDING, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO
OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND,
THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE
SAME WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES
NOT CONSTITUTE AN OFFER TO SELL OR ISSUE OR A SOLICITATION TO BUY,
SUBSCRIBE FOR OR OTHERWISE ACQUIRE ANY SECURITIES IN ANY
JURISDICTION IN WHICH ANY SUCH OFFER OR SOLICITATION WOULD BE
UNLAWFUL, INCLUDING THE UNITED STATES, CANADA, AUSTRALIA,
JAPAN, NEW ZEALAND, OR THE REPUBLIC OF SOUTH AFRICA. NEITHER THIS
ANNOUNCEMENT NOR ANYTHING CONTAINED HEREIN SHALL FORM THE BASIS OF,
OR BE RELIED UPON IN CONNECTION WITH, ANY SUCH OFFER, SOLICITATION
OR COMMITMENT WHATSOEVER IN ANY OF THOSE JURISDICTIONS. PLEASE SEE
THE IMPORTANT NOTICES AT THE END OF THIS
ANNOUNCEMENT.
26 November
2024
boohoo group
plc
("boohoo"
or the "Company")
Admission, Total Voting
Rights and Director Dealings
boohoo group plc (AIM:BOO), a leading online fashion
group, is pleased to confirm,
further to the Company's "Result of oversubscribed
Placing & Subscription" and "Retail Offer Result & Clawback
Placing Information" announcements released at 07:00 a.m. on 14
November 2024 and 18 November 2024 respectively (the "Fundraising Announcements"), that 126,908,442 New Ordinary Shares have been admitted to trading
on AIM at 8:00 a.m. today.
Admission and Total Voting Rights
Following Admission, the total
number of Ordinary Shares and voting rights in the Company is
1,395,992,878. No Ordinary Shares are held in treasury. This figure
for the total number of Ordinary Shares 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 Disclosure Guidance and Transparency
Rules.
Director Dealings
Pursuant to the Placing, the Company
confirms that Mahmud Kamani, Executive Vice Chair and a director of
the Company, has purchased 16,519,230 Ordinary Shares in the
Fundraising. As a result, he is beneficially interested in
174,499,110 Ordinary Shares, representing 12.50% of the Company's
issued share capital.
Capitalised terms used but not defined in this announcement
have the meanings given to them in the Fundraising Announcements
unless the context provides otherwise.
Enquiries
|
|
boohoo group plc
|
|
Stephen Morana, Chief Financial
Officer
|
Tel: +44 (0)161 233 2050
|
Mike Cooper, Head of Investor
Relations
|
Tel: +44 (0)161 233 2050
|
|
|
Zeus - Joint Financial Adviser,
Nominated adviser and Joint Broker
|
Nick Cowles / Dan Bate / James Edis
|
Tel: +44 (0)161 831 1512
|
Benjamin Robertson
|
Tel: +44 (0)20 3829 5000
|
|
|
HSBC - Joint Financial Adviser and
Joint Broker
|
|
Anthony Parsons, Alex Thomas, Chloe
Ponsonby, James Hopton
|
Tel: +44 (0)20 7991 8888
|
|
|
Headland -
Financial PR Adviser
|
|
Susanna
Voyle / Will Smith
|
Tel: +44
(0)20 3725 7514
|
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), Australia, Canada, Japan, New Zealand, 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 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.
Zeus Capital Limited ("Zeus") 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 transactions and
arrangements described in this announcement 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 contents of this announcement, or the
transactions, 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 or on
behalf of Zeus or its advisers (apart from the responsibilities or
liabilities that may be imposed by the FSMA or other regulatory
regime established thereunder) or by any of its or their affiliates
or agents as to, or in relation to, the accuracy, adequacy,
fairness 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 or any other statement made or
purported to be made by or on behalf of Zeus and/or any of its
affiliates and/or by any of its representatives in connection with
the Company, and any responsibility and liability whether arising
in tort, contract or otherwise therefore is expressly disclaimed by
both the Company and Zeus. No representation or warranty, express
or implied, is made by Zeus and/or any of its affiliates and/or any
of its representatives as to the accuracy, fairness, verification,
completeness or sufficiency of the information or opinions
contained in this announcement or any other written or oral
information made available to or publicly available to any
interested party or their respective advisers, and any liability
therefor is expressly disclaimed by both by the Company and
Zeus.
The value of Ordinary Shares and the
income from them is not guaranteed and can fall as well as rise due
to stock market and currency movements. When you sell your
investment, you may get back less than you originally invested.
Figures refer to past performance and past performance is not a
reliable indicator of future results. Returns may increase or
decrease as a result of currency fluctuations.
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.
The Retail Offer Shares to be issued
or sold pursuant to the Retail Offer will not be admitted to
trading on any stock exchange other than AIM.
The securities referred to in this
announcement 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 except in transactions exempt from the
registration requirements of the US Securities Act and in
compliance with applicable state securities laws. No public offering
of the securities referred to in this announcement is being made in
the United States.
The information in this announcement
may not be forwarded or distributed to any other person and may not
be reproduced in any manner whatsoever. Any forwarding,
distribution, dissemination, reproduction, or disclosure of this
information in whole or in part is unauthorised. Failure to comply
with this directive may result in a violation of the US Securities
Act or the applicable laws of other jurisdictions.
Notification and public disclosure of transactions by persons
discharging managerial responsibilities and persons closely
associated with them
Further details are set out in the
below notification, made in accordance with the requirements of
the UK Market Abuse Regulation.
1
|
Details of the person discharging managerial responsibilities
/ person closely associated
|
a)
|
Name
|
Mahmud Kamani
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Executive Vice Chair
|
b)
|
Initial notification
/Amendment
|
Initial notification
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
a)
|
Name
|
boohoo group plc
|
b)
|
LEI
|
213800SZF3KFCECWY243
|
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
Identification code
|
Ordinary shares of 1p
ISIN: JE00BG6L7297
|
b)
|
Nature of the transaction
|
Placing
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
31 pence
|
16,519,230
|
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
N/A
|
e)
|
Date of the transaction
|
26 November 2024
|
f)
|
Place of the transaction
|
Off market
|