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: |
The Alumasc Group plc ("Alumasc" or the "Company") |
COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES): |
The Alumasc Group plc
Station Road
Burton Latimer
Kettering
Northamptonshire
NN15 5JP |
COUNTRY OF INCORPORATION: |
England & Wales |
COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26: |
https://www.alumasc.co.uk/investors/AIM (AIM Rule 26 section to go live on admission) |
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: |
The business of the Group and its principal activity is the supply of premium building products, systems and solutions. Almost 80% of Group sales are driven by building regulations and specifications (architects and structural engineers) because of the performance characteristics offered. The Group has three business segments: Roofing & Water Management; Architectural Screening, Solar Shading & Balconies; and Housebuilding Products & Ancillaries. The main country of operation of the Company and its subsidiaries (the "Group") is the United Kingdom. |
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): |
36,133,558 ordinary shares of 12.5 pence each ("Ordinary Shares"). The Company holds no Ordinary Shares in treasury. No restrictions as to the transfer of securities |
CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION: |
No capital to be raised on admission. Anticipated market capitalisation on admission £36.5m |
PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION: |
23.51 per cent. |
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: |
None |
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): |
John Stewart McCall - Chairman Jon Peter Pither - Deputy Chairman Graham Paul Hooper - CEO Andrew Magson - Group Finance Director David Christopher Armfield - Non-Executive Director Vijaykumar Champaklal Thakrar - Non-Executive Director Stephen James Beechey - Non-Executive Director |
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): |
|
Number of Ordinary Shares held pre and post admission |
% of issued share capital |
John McCall |
4,359,668 |
12.07 |
AXA Investment Managers |
3,420,000 |
9.46 |
Philip Gwyn |
3,057,605 |
8.46 |
Hargreaves Lansdown |
2,317,416 |
6.41 |
Unicorn Asset Management |
1,800,000 |
4.98 |
Chelverton Asset Management |
1,626,000 |
4.49 |
Estate of E W O'Loughlin |
1,600,962 |
4.43 |
NN Investment Partners BV |
1,525,000 |
4.22 |
IPConcept Fund Management |
1,500,000 |
4.15 |
Interactive Investor Trading |
1,088,018 |
3.01 |
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NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES: |
None |
(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: |
(i) 30 June (ii) N/A - existing issuer moving from the Official List (iii) 31 December 2019 annual accounts for the full year to 30 June 2019 31 March 2020 (half yearly report for the six-month period to 31 December 2019) 31 December 2020 (in respect of the annual report to 30 June 2020). |
EXPECTED ADMISSION DATE: |
25 June 2019 |
NAME AND ADDRESS OF NOMINATED ADVISER: |
finnCap Ltd 60 New Broad Street London EC2M 1JJ |
NAME AND ADDRESS OF BROKER: |
Peel Hunt Moor House 120 London Wall London EC2Y 5ET |
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: |
N/A - Quoted applicant |
THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY |
QCA Corporate Governance Code |
DATE OF NOTIFICATION: |
21 June 2019 |
NEW/ UPDATE: |
Update |
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: |
Premium segment of the FCA's Official List and Main Market of the London Stock Exchange. |
THE DATE FROM WHICH THE APPLICANT'S SECURITIES HAVE BEEN SO TRADED: |
30 May 1986 |
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: |
The Company has adhered to the legal and regulatory requirements applicable to companies admitted to the Official List and the Main Market. |
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: |
https://www.alumasc.co.uk/investors/AIM |
DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION INCLUDING, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING STRATEGY: |
The Company's strategy is to focus on driving growth through a combination of market share gains, specific cross-selling, cost savings, and complementary acquisitions. To implement this strategy, the Company has repositioned itself to become a dedicated supplier of premium building products, systems and solutions to the construction industry, and it is seeking to expand its opportunities internationally. The Board believes that admission to AIM will provide an environment more suited to pursue this strategy, which can assist the Company in developing its business through organic growth and through more efficient transaction activity to bring additional products into the Company's portfolio. The Company's administrative and regulatory requirements will be simplified following Admission, which the Board believes will enable the Company to execute strategic transactions more efficiently. In particular, the Board believes that transactions for companies admitted to AIM can be executed more rapidly with lower transactional costs when compared to the regulatory requirements of companies with shares listed on the premium segment of the Official List, enabling more efficient implementation of the Company's strategy. The Board believes that this increased flexibility has the potential to be beneficial to the Company and its Shareholders. |
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: |
Save as disclosed in the Company's interim results issued on 31 January 2019 in relation to trading during the first half of the current financial year to 30 June 2019, and in the trading update released on 14 June 2019, there has been no significant change in the financial or trading position of Alumasc since 30 June 2018, being the end of the last financial period for which audited financial statements have been published. |
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: |
The Directors of Alumasc have no reason to believe that the working capital available to the Company or its Group will be insufficient for at least 12 months from the date of its admission. |
DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE AIM RULES: |
None. |
A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE APPLICANT'S SECURITIES: |
Settlement will continue to be through the CREST system for dealings in ordinary shares held in uncertificated form. Ordinary Shares can also be dealt in certificated form. |
A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT'S SECURITIES: |
https://www.alumasc.co.uk/investors/AIM |
INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION DOCUMENT WHICH IS NOT CURRENTLY PUBLIC: |
See the Appendix to this Schedule One announcement, available at: https://www.alumasc.co.uk/investors/AIM |
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: |
https://www.alumasc.co.uk/investors/financial-reports-presentations/ |
THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY: |
None |
