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, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, THE REPUBLIC OF IRELAND, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
3 December 2019
Mercia Asset Management PLC
("Mercia" or the "Company")
Result of Accelerated Bookbuild to raise £30.0million
Mercia Asset Management PLC (AIM: MERC), the proactive, regionally focused specialist asset manager, today announces that, further to the announcement made earlier today regarding the proposed Bookbuild, the Company has conditionally placed 120,000,000 Ordinary Shares at the Placing Price of 25 pence per Ordinary Share, raising gross Placing proceeds of £30.0million.
Completion of the Placing is subject to, inter alia, shareholder approval to enable the allotment of the New Ordinary Shares, which will be sought at a General Meeting of the Company expected to be held at Forward House, 17 High Street, Henley-in-Arden, Warwickshire B95 5AA at 10.00 a.m. on 20 December 2019.
The Circular, containing further details of the Placing, convening of the General Meeting and a proxy form is expected to be despatched to Shareholders on or around 4 December 2019 and will thereafter be available on Mercia's website at: https://www.mercia.co.uk/.
The Placing Shares, once issued, will represent approximately 39.6 per cent. of Mercia's existing outstanding issued share capital and approximately 27.3 per cent. of the Enlarged Share Capital of the Company.
Canaccord Genuity is acting as Nominated Adviser, Joint Bookrunner and Joint Broker to the Company and N+1 Singer is acting as Joint Bookrunner and Joint Broker to the Company.
The definitions referenced in this announcement remain in line with those from the announcement published at 7:01 a.m. (UK) on 3 December 2019, unless otherwise stated.
Admission and dealings
Application will be made to the London Stock Exchange for the New Ordinary Shares to be issued pursuant to the Placing and the Acquisition to be admitted to trading on AIM. The New Ordinary Shares will, when issued, rank pari passu in all respects with the Existing Ordinary Shares, including the right to receive dividends and other distributions declared, made or paid after their date of issue.
It is expected that Admission will become effective and dealings in the Placing Shares will commence at 8.00 a.m. on or around 23 December 2019, with admission of and dealings in the Initial Consideration Shares expected to become effective by no later than at 8.00 a.m. on or around 30 December 2019.
Directors' and PDMRs' participation in the Placing
The following Directors and PDMRs have subscribed for Ordinary Shares pursuant to the Placing as outlined below:
Director |
No. of Ordinary Shares subscribed for pursuant to the Placing |
Resulting holding of Ordinary Shares |
% of Enlarged Share Capital |
Ian Metcalfe |
60,000 |
192,609 |
0.04% |
Dr Mark Payton |
100,000 |
6,799,653 |
1.54% |
Martin Glanfield* |
200,000 |
543,369 |
0.12% |
Julian Viggars* |
100,000 |
582,325 |
0.13% |
Ray Chamberlain |
4,000,000 |
64,824,766 |
14.73% |
Caroline Plumb OBE |
40,000 |
40,000 |
0.01% |
Peter Dines** |
100,000 |
186,551 |
0.04% |
Total |
4,600,000 |
73,169,273 |
16.63% |
*To be held via a SIPP
** A PDMR and non-Board Director
Mark Payton, Chief Executive Officer of Mercia Asset Management PLC, said:
"We are delighted by the support for the Placing and, in particular, are pleased to welcome a number of new shareholders to Mercia. The proceeds will enable Mercia to fund the initial cash consideration of the acquisition of three NVM Venture Capital Trust ("VCT") fund management contracts from NVM Private Equity LLP and provide further balance sheet growth capital. We are committed to delivering value for our shareholders and look forward to updating on our progress in due course."
For further information, please contact:
Mercia Asset Management PLC |
+44 (0)330 223 1430 |
Mark Payton, Chief Executive Officer |
|
Martin Glanfield, Chief Financial Officer |
|
www.mercia.co.uk |
|
|
|
Canaccord Genuity Limited (NOMAD, Joint Bookrunner and Joint Broker) |
+44 (0)20 7523 8000 |
Simon Bridges, David Tyrrell, Richard Andrews |
|
|
|
N+1 Singer (Joint Bookrunner and Joint Broker) |
|
Harry Gooden, Peter Steel, James Moat |
+44 (0)20 7496 3000 |
|
|
Buchanan Communications |
+44 (0)20 7466 5000 |
Chris Lane, Vicky Hayns, Stephanie Watson |
|
www.buchanan.uk.com |
|
This Announcement should be read in its entirety. In particular, you should read and understand the information provided in the "Important Notice" section below.
The person responsible for arranging the release of this information is Mark Payton, Chief Executive Officer of the Company.
About Mercia Asset Management PLC:
Mercia is a proactive, specialist asset manager focused on supporting regional SMEs to achieve their growth aspirations. Mercia provides capital across its four asset classes of balance sheet, venture, private equity and debt capital; the Group's 'Complete Capital Solution'. The Group initially nurtures businesses via its third-party funds under management, then over time Mercia can provide further funding to the most promising companies, by deploying direct investment follow-on capital from its own balance sheet.
The Group has a strong UK regional footprint through its eight offices, 19 university partnerships and extensive personal networks, providing it with access to high-quality deal flow. Mercia has c.£500million of assets under management and, since its IPO in December 2014, has invested over £90million across its direct investment portfolio.
Mercia Asset Management PLC is quoted on AIM with the epic "MERC".
ADDITIONAL INFORMATION
1. Expected Timetable of principal events
The expected timetable relating to the Acquisition and Placing is set out below.
EXPECTED TIMETABLE
Announcement of the proposed Placing and the Acquisition |
3 December 2019 |
Expected dispatch of the circular and the Forms of Proxy |
4 December 2019 |
Latest time and date for receipt of Forms of Proxy for the General Meeting |
10.00 a.m. on 18 December 2019 |
General Meeting |
10.00 a.m. on 20 December 2019 |
Announcement of the results of the General Meeting |
20 December 2019 |
Admission of the Placing Shares |
8.00 a.m. on 23 December 2019 |
Expected date for CREST accounts to be credited in relation to the Placing Shares |
23 December 2019 |
Completion of the Acquisition expected by no later than |
27 December 2019 |
Admission of the Initial Consideration Shares expected by no later than |
8.00 a.m. on 30 December 2019 |
Dispatch of definitive share certificates (where applicable) in relation to New Ordinary Shares |
by 10 January 2020 |
Notes:
1. Certain of the events in the above timetable are conditional upon, amongst other things, the passing of Resolutions 1 and 2 at the General Meeting.
2. If any of the events contained in the indicative timetable should change, the revised times and dates will be notified by means of an announcement through a Regulatory Information Service.
3. Different deadlines and procedures for applications may apply in certain cases. For example, if you hold your Ordinary Shares through a CREST member or other nominee, that person may set an earlier date for application and payment than the dates noted above.
IMPORTANT NOTICE
The information contained in this Announcement is for information purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this Announcement or its accuracy, fairness or completeness.
This Announcement, is not for publication or distribution, directly or indirectly, in or into the United States of America. This Announcement is not an offer of securities for sale in the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities act of 1933, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.
This Announcement and the information contained herein is not for release, publication or distribution, directly or indirectly, in whole or in part, in, into or within Australia, Canada, New Zealand, the Republic of Ireland, Japan, the Republic of South Africa or any other jurisdiction where to do so might constitute a violation of the relevant laws or regulations of such jurisdiction.
This Announcement is for information purposes only and is not intended to and does not contain or constitute or form part of any offer or any solicitation to purchase or subscribe for securities in Australia, Canada, New Zealand, the Republic of Ireland, Japan, 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 constitute a violation of the securities laws of such jurisdictions.
This Announcement does not constitute a prospectus or offering memorandum or an offer in respect of any securities and is not intended to provide the basis for any decision in respect of the Company or other evaluation of any securities of the Company 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 has been issued by, and is the sole responsibility of, the Company. No undertaking, representation, warranty or other assurance, express or implied, is made or given by or on behalf of the Company or any member of the Company's group or Canaccord Genuity or N+1 Singer or any of their respective directors, officers, partners, employees, agents or advisers or any other person as to the accuracy or completeness of the information or opinions contained in this Announcement and no responsibility or liability is accepted by any of them for any such information or opinions or for any errors, omissions or misstatements, negligence or otherwise in this Announcement.
Canaccord Genuity is authorised and regulated by the Financial Conduct Authority ("FCA") in the United Kingdom and is acting exclusively for the Company and no one else in connection with the Placing, and Canaccord Genuity will not be responsible to anyone (including any Placees) other than the Company 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 Financial Conduct Authority ("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 (including any Placees) other than the Company 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 statement in this Announcement is intended to be a profit forecast or estimate, and no statement in this Announcement should be interpreted to mean that earnings per share of the Company for the current or future financial years would necessarily match or exceed the historical published earnings per share of the Company.
This Announcement contains (or may contain) certain forward-looking statements with respect to certain of the Company's current expectations and projections about future events and the Company's future financial condition and performance. These statements, which sometimes use words such as "aim", "anticipate", "believe", "may", "will", "should", "intend", "plan", "assume", "estimate", "expect" (or the negative thereof) and words of similar meaning, reflect the Directors' current beliefs and expectations and involve known and unknown risks, uncertainties and assumptions, many of which are outside the Company's control and difficult to predict, that could cause actual results and performance to differ materially from any expected future results or performance expressed or implied by the forward-looking statement. Any forward-looking statements made in this announcement by or on behalf of the Company speak only as of the date they are made. These forward-looking statements reflect the Company's judgment at the date of this announcement and are not intended to give any assurance as to future results. Except as required by the FCA, the London Stock Exchange, the AIM Rules or applicable law, the Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained in this announcement to reflect any changes in the Company's expectations with regard thereto or any changes in events, conditions or circumstances on which any such statement is based.
