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AssetCo plc, to be renamed River Global PLC, announced on 13 February 2025 its intention to implement a share capital reorganisation. The company is seeking admission to AIM for 149,292,970 New A Ordinary Shares and 149,292,970 New B Shares, with an expected admission date of 7 March 2025. No capital will be raised upon admission, and the market capitalisation of the A and B shares is expected to be approximately £45 million, with 5,354,770 of each share class held in treasury from admission.
| Date | 13 Feb 2025 |
| Time | 08:00:00 |
| Category | Capital structure |
| ID | 9091W |
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ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES") |
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COMPANY NAME: |
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AssetCo plc (to be renamed River Global PLC)
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COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) : |
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30 Coleman Street, London, England, EC2R 5AL
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COUNTRY OF INCORPORATION: |
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England and Wales
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COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26: |
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COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED: |
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AssetCo is primarily involved in acquiring, managing and operating asset and wealth management activities and interests, together with other related services. Its main country of operation is the United Kingdom.
On 28 January 2025, the Company published a Circular (available on its website https://www.assetco.com/investor-relations/documents) proposing to:
(i) implement a reorganisation of its share capital by sub-dividing and reclassifying the Company's Existing Ordinary Shares into New A Ordinary Shares and New B Shares (the Share Reorganisation);
(ii) seek admission to trading on AIM in respect of the New A Ordinary Shares;
(iii) seek admission to trading on AIM in respect of the New B Shares;
(iv) adopt the Amended Articles;
(v) change the name of the Company to River Global PLC pursuant to a proposed meeting of the Company's Board.
The Share Reorganisation will enable a clear division of the economic rights attached to the New A Ordinary Shares and the New B Shares, such that existing Shareholders and prospective investors who would like to invest in the principal equities investment management business can do so exclusively by virtue of holding the New A Ordinary Shares, whilst existing Shareholders and prospective investors who would like to focus on the Parmenion business can do so by virtue of holding the New B Shares.
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DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares): |
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149,292,970 A ordinary shares of £0.005 each, there are no restrictions on the transfer of these securities
149,292,970 B shares of £0.005 each (non-voting), there are no restrictions on the transfer of these securities
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CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION: |
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No capital to be raised.
The market capitalisation of the A ordinary shares and B shares is expected to be c. £45m
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PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION: |
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The total number of AssetCo A ordinary shares of £0.005 each not held in public hands is 47,627,982 (31.9%).
The total number of AssetCo B Shares of £0.005 each not held in public hands is 47,627,982 (31.9%).
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DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE OR WILL BE ADMITTED OR TRADED: |
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None
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THE COMPANY HAS APPLIED FOR THE VOLUNTARY CARBON MARKET DESIGNATION (Y/N) |
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N
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FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known): |
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Martin James Gilbert - Executive Chairman. Gary Robert Marshall - Chief Financial and Operating Officer. Jonathan Donald Sherlock Dawson - Senior Independent Director. Tudor Griffith Davies - Non-Executive Director. Christopher Harwood Bernard Mills - Non-Executive Director.
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FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known): |
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NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES: |
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Not applicable
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(i) ANTICIPATED ACCOUNTING REFERENCE DATE (ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information) (iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19: |
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(i) 30 September (ii) N/A - No Admission Document (iii) First 3 reports: a. 31 March 2025 (in respect of the full year report to 30 September 2024) b. 30 June 2025 (in respect of the half year report to 31 March 2025) c. 31 March 2026 (in respect of the full year report to 30 September 2025)
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EXPECTED ADMISSION DATE: |
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7 March 2025
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NAME AND ADDRESS OF NOMINATED ADVISER: |
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Numis Securities Limited (trading as Deutsche Numis) 45 Gresham St, City of London, London EC2V 7BF
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NAME AND ADDRESS OF BROKER: |
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Numis Securities Limited (trading as Deutsche Numis) 45 Gresham St, City of London, London EC2V 7BF
Panmure Liberum Limited 25 Ropemaker Street, London EC2Y 9LY
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OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES: |
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Not applicable - Quoted Applicant
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THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY |
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QCA Corporate Governance Code
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DATE OF NOTIFICATION: |
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13 February 2025
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NEW/ UPDATE: |
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NEW
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QUOTED APPLICANTS MUST ALSO COMPLETE THE FOLLOWING: |
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THE NAME OF THE AIM DESIGNATED MARKET UPON WHICH THE APPLICANT'S SECURITIES HAVE BEEN TRADED: |
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AIM
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THE DATE FROM WHICH THE APPLICANT'S SECURITIES HAVE BEEN SO TRADED: |
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30 March 2007
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CONFIRMATION THAT, FOLLOWING DUE AND CAREFUL ENQUIRY, THE APPLICANT HAS ADHERED TO ANY LEGAL AND REGULATORY REQUIREMENTS INVOLVED IN HAVING ITS SECURITIES TRADED UPON SUCH A MARKET OR DETAILS OF WHERE THERE HAS BEEN ANY BREACH: |
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Confirmed. AssetCo has adhered to all legal and regulatory requirements involved in having its securities traded upon AIM.
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AN ADDRESS OR WEB-SITE ADDRESS WHERE ANY DOCUMENTS OR ANNOUNCEMENTS WHICH THE APPLICANT HAS MADE PUBLIC OVER THE LAST TWO YEARS (IN CONSEQUENCE OF HAVING ITS SECURITIES SO TRADED) ARE AVAILABLE: |
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DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION INCLUDING, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING STRATEGY: |
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AssetCo is an AIM listed company primarily involved in acquiring, managing and operating asset and wealth management activities and interests, together with other related services. The strategy has principally focused on making strategic acquisitions and building organic activities in areas of the asset and wealth management sector.
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A DESCRIPTION OF ANY SIGNIFICANT CHANGE IN FINANCIAL OR TRADING POSITION OF THE APPLICANT, WHICH HAS OCCURRED SINCE THE END OF THE LAST FINANCIAL PERIOD FOR WHICH AUDITED STATEMENTS HAVE BEEN PUBLISHED: |
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No significant change, see the trading update provided in the circular dated 28 January 2025, https://www.assetco.com/investor-relations/documents
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A STATEMENT THAT THE DIRECTORS OF THE APPLICANT HAVE NO REASON TO BELIEVE THAT THE WORKING CAPITAL AVAILABLE TO IT OR ITS GROUP WILL BE INSUFFICIENT FOR AT LEAST TWELVE MONTHS FROM THE DATE OF ITS ADMISSION: |
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The directors of AssetCo confirm that in their opinion having made due and careful enquiry, the working capital available to AssetCo and its group will be sufficient for its present requirements, that is for at least twelve months from the date of admission.
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DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE AIM RULES: |
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None
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A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE APPLICANT'S SECURITIES: |
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A Ordinary Share and B Shares can be settled in CREST.
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A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT'S SECURITIES: |
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INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION DOCUMENT WHICH IS NOT CURRENTLY PUBLIC: |
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None. See circular dated 28 January 2025, https://www.assetco.com/investor-relations/documents
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A WEBSITE ADDRESS OF A PAGE CONTAINING THE APPLICANT'S LATEST ANNUAL REPORT AND ACCOUNTS WHICH MUST HAVE A FINANCIAL YEAR END NOT MORE THEN NINE MONTHS PRIOR TO ADMISSION AND INTERIM RESULTS WHERE APPLICABLE. THE ACCOUNTS MUST BE PREPARED IN ACCORDANCE WITH ACCOUNTING STANDARDS PERMISSIBLE UNDER AIM RULE 19: |
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www.assetco.com/investor-relations/annual-reports
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THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY: |
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A total number of AssetCo A ordinary shares of £0.005 each in issue is 149,292,970 of which 5,354,770 will be held in treasury from Admission.
A total number of AssetCo B shares of £0.005 each in issue is 149,292,970 of which 5,354,770 will be held in treasury from Admission.
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