Schedule One - HSS Hire Group PLC | RNS | Ticker

Schedule One - HSS Hire Group PLC

RNS Announcement

RNS Number : 0542I

AIM

09 December 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:

HSS Hire Group plc ("HSS Hire" or "the Company")

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

Oakland House

76 Talbot Road

Manchester

M16 0PQ

COUNTRY OF INCORPORATION:

United Kingdom

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

www.hsshiregroup.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 and its subsidiary undertakings (the "Group") is a leading supplier of tool and equipment for hire in the United Kingdom and Ireland and has provided equipment hire services in the United Kingdom for more than 60 years, primarily focusing on the B2B market. The Group's purpose is to equip its customers with the tools, equipment, training and related services that enable the construction, maintenance and operation of the United Kingdom and Ireland's commercial, industrial and residential infrastructure.

The Group's range of equipment includes over 1,000 product lines in categories including powered access, lifting, heating, cooling, drying, lighting, power, breaking, drilling and site works. Alongside traditional equipment hire, the Group offers a range of complementary, value added services through its various businesses, including HSS OneCall and HSS Training.

The Group's operations are segmented into two reportable segments:

Rental - 70% of revenue in the year ended 28 December 2019

This segment comprises rental income from HSS Hire-owned tools and equipment and directly related revenue, such as resale of consumables, transport, loss, damage and other ancillary revenues. The Rental segment serves the very fragmented £1.9 billion market, according to internal Company estimates, for small tools, power generation and powered access, via a combination of HSS Tool Hire, ABird, Apex and All Seasons Hire. The Rental segment has a national network of distribution centres and smaller branches offering a wide range of compliant equipment.

Services - 30% of revenue in the year ended 28 December 2019

This segment comprises income from the Group's rehire business, known as HSS OneCall, and HSS Training.

HSS OneCall is a marketplace consolidating a comprehensive range of services from over 500 suppliers and offering them to thousands of customers. HSS Training is the United Kingdom's leading technical training business offering a range of over 200 industry-recognised technical and safety courses at 47 training venues throughout the United Kingdom and Ireland. The Services segment has a network of over 500 accredited suppliers

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):

Number of ordinary shares of 1 pence each in nominal value ("Ordinary Shares") for which Admission will be sought: 696,477,654

There are no restrictions as to the transferability of the Ordinary Shares.

No Ordinary Shares are currently held, or will be held, in treasury on Admission.

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: c.£70 million (based on the closing mid-market price on 8 December 2020, market capitalisation on Admission will depend on the prevailing mid-market share price of the Company immediately prior to Admission).

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

82.2%

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:

N/A

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):

Alan Edward Peterson (Non-Executive Chairman)

Stephen "Steve" Ashmore (Chief Executive Officer)

Paul David Quested (Chief Financial Officer)

Amanda Jane Burton (Independent Non-Executive Director)

Douglas "Doug" Grant Robertson (Independent Non-Executive Director)

Thomas "Tom" Sweet-Escott (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):

Shareholder	% of current ISC	% of ISC on admission
Exponent	33.8%	33.8%
Toscafund Asset Management	26.0%	26.0%
Ravenscroft (CI) Limited⁽¹⁾	21.8%	21.8%

(1) Shares held on behalf of Ravensworth International Limited.

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

· Simpson Thacher & Bartlett LLP

· Tomorrow Partners LLP

· OGG Consulting Limited

(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) 26 December (52 weeks)

(ii) N/A - existing issuer transferring to AIM from the Official List

(iii) 26 June 2021 (annual accounts for the 52 weeks ending 26 December 2020)

3 October 2021 (half yearly report for the 26 weeks ending 3 July 2021)

2 July 2022 (annual accounts for the 53 weeks ending 2 January 2022)

EXPECTED ADMISSION DATE:

14 January 2021

NAME AND ADDRESS OF NOMINATED ADVISER:

Numis Securities Limited

10 Paternoster Square

London

EC4M 7LT

NAME AND ADDRESS OF BROKER:

Numis Securities Limited

10 Paternoster Square

London

EC4M 7LT

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:

9 December 2020

NEW/ UPDATE:

New

QUOTED APPLICANTS MUST ALSO COMPLETE THE FOLLOWING:

THE NAME OF THE AIM DESIGNATED MARKET UPON WHICH THE APPLICANT'S SECURITIES HAVE BEEN TRADED:

The Ordinary Shares were listed on the Premium segment of the FCA's Official List / Main Market of the London Stock Exchange.

THE DATE FROM WHICH THE APPLICANT'S SECURITIES HAVE BEEN SO TRADED:

9 February 2015

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 (premium segment) and the regulated market of London Stock Exchange plc in respect of the Ordinary Shares.

It should be noted that the Company has been in dialogue with the FCA for some time and agreed a modification of Listing Rule 9.2.15R to allow for a minimum of 13.75% of the Company's shares to be held in public hands, which would otherwise require a free float of at least 25%. The current modification expires on 20 August 2021.

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:

www.hsshiregroup.com

DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION INCLUDING, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING STRATEGY:

Since early 2018, the Group has been implementing a new strategy that involves three key strategic priorities: de-lever the Group, transform the tool hire business and strengthen the Group's commercial proposition. These priorities have remained generally unchanged throughout COVID-19 related lockdowns and government regulation; however they have continued to evolve and, in some cases, accelerate in response to such challenges, including with respect to the closure of 134 branches (leaving around 120 remaining locations, including builders merchant concessions, providing national coverage) and the redundancy of approximately 300 colleagues. The Group has also continued to focus on its digital strategy and systems required to ensure that optimal service is provided throughout and after the pandemic.

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 Covid-19 update on 25 March 2020, its update on trading contained in the FY19 results announcement of 27 May 2020, the interim results issued on 8 October 2020, the trading update contained in the announcement of 16 November 2020 and the announcements of 4 December 2020 there has been no significant change in the financial or trading position of HSS Hire since 29 December 2019, 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 the Company have no reason to believe that the working capital available to it or its Group will be insufficient for at least 12 months from the date of Admission.

DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE AIM RULES:

N/A

A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE APPLICANT'S SECURITIES:

For the Company's Ordinary Shares, settlement will be through the CREST system for uncertificated shares. Shareholders can also deal based on share certificates.

A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT'S SECURITIES:

www.hsshiregroup.com

INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION DOCUMENT WHICH IS NOT CURRENTLY PUBLIC:

None

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:

www.hsshiregroup.com

THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY:

None.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.

END

PAAGIBDDLGGDGGC

RNS metadata

Title: Schedule One - HSS Hire Group PLC
Time: 09:00:05
Date: 9 Dec 2020
Category: Capital structure
ID: 0542I