Schedule One - Intuitive Investments Group plc

RNS Announcement

RNS Number : 6843G

AIM

30 November 2020

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

COMPANY NAME:

Intuitive Investments Group plc ("IIG" or the "Company")

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

c/o Memery Crystal LLP

165 Fleet Street

London EC4A 2DY

COUNTRY OF INCORPORATION:

England and Wales

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

www.iigplc.com

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 Company is a newly established investing company incorporated on 11 June 2020 in England and Wales. The Board will seek to provide investors in the Company with exposure to a portfolio of investments concentrating on fast growing and/or high potential Life Sciences businesses operating predominantly in the UK, continental Europe and the US.

The Company will invest in early and later-stage Life Sciences businesses. Investments are expected to be mainly in the form of equity and equity-related instruments, including convertible debt instruments in certain circumstances.

The Company's strategy is to invest in unquoted companies, however it may also invest in companies whose shares are publicly traded. The Company may acquire investments directly or by way of holdings in intermediate holding or subsidiary entities. The Company might also invest in limited liability partnerships and other forms of legal entity. The Company will ensure that it has suitable investor protection rights, as determined by the Board. The Company may offer its ordinary shares in exchange for shares in investee businesses in addition to a cash investment in such businesses.

The Company, where appropriate and deemed by the Board to be in the Company's best interests, may seek a position on Investee Companies' boards. The Investment Team, where appropriate, will actively assist the board and management of Investee Companies, including helping to scale management teams, informing strategy, driving key performance indicators and assisting with future financing.

Once fully invested, the Company's portfolio is expected to comprise approximately 10 to 12 holdings. The Company intends to realise value through exiting the investments over time and will have no fixed investment period.

The Company will invest and manage its assets with the objective of spreading risk through the following investment restrictions:

- no investment or group of investments in the same company or group of companies will represent more than 15 per cent. of NAV;

- at least 50 per cent. of NAV will be invested in unquoted businesses;

- up to 50 per cent. of NAV may be invested in publicly traded companies;

- up to 30 per cent. of NAV may be invested in seed investment; and

- at least 70 per cent. of NAV will be invested in businesses which are headquartered in or have their main centre of business in the UK or wider Europe.

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):

38,917,524 new ordinary shares of 1 penny each

No shares held in treasury

CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

Capital to be raised on Admission: £7.5 million.

Anticipated market capitalisation on admission: £7.78 million.

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

30.19 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):

Existing Directors:

David Eric Evans - Executive Chairman

Malcolm John Gillies - Independent Non-Executive Director

Proposed Directors:

Cormac Gerard Kilty - Independent Non-Executive Director

Colin Willis - Senior Independent Non-Executive Director

Robert Graham Naylor - Chief Executive Officer, with effect from 19 February 2021

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):

	Before Admission		After Admission
Shareholder	No. of Ordinary Shares of £0.01	Ordinary Shares as % of share capital	No. of Ordinary Shares of £0.01	Ordinary Shares as % of share capital
David Eric Evans	250,000	100	5,000,000	12.85
Lunsted Limited	-	-	5,000,000	12.85
Hawk Investments Limited	-	-	2,500,000	6.42
Peel Hunt LLP	-	-	2,500,000	6.42
Robert Graham Naylor	-	-	1,250,000	3.21
Trium Capital Managers Limited	-	-	1,250,000	3.21

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) Anticipated accounting reference date: 30 September

(ii) Date to which the main financial information in the admission document has been prepared: 31 July 2020

(iii) Dates by which it must publish its first three reports pursuant to AIM Rules 18 and 19:

30 June 2021 - unaudited interim results for the period from incorporation, being 11 June 2020, to 31 March 2020

31 March 2022 - audited annual results for the year ended 30 September 2021

30 June 2022 - unaudited interim results for the six months to 31 March 2022

EXPECTED ADMISSION DATE:

14 December 2020

NAME AND ADDRESS OF NOMINATED ADVISER:

Strand Hanson Limited

26 Mount Row

London W1K 3SQ

United Kingdom

NAME AND ADDRESS OF BROKER:

Turner Pope Investments (TPI) Ltd

8 Frederick's Place

London EC2R 8AB

United Kingdom

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:

The Admission Document, which will contain full details about the applicant and the admission of its securities, will be available on the Company's website www.iigplc.com from the date of the Company's admission.

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

The Quoted Companies Alliance Corporate Governance Code.

DATE OF NOTIFICATION:

30 November 2020

NEW/UPDATE:

New

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END

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RNS metadata

Title: Schedule One - Intuitive Investments Group plc
Time: 08:00:02
Date: 30 Nov 2020
Category: Capital structure
ID: 6843G

Schedule One - Intuitive Investments Group plc | RNS | Ticker