Schedule One Update - Parsley Box Group PLC | RNS | Ticker

Schedule One Update - Parsley Box Group PLC

RNS Announcement

RNS Number : 5443T

AIM

26 March 2021

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:

Parsley Box Group plc ("Parsley Box")

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

Level 6 Quartermile 1, 15 Lauriston Place, Edinburgh, United Kingdom, EH3 9EN

COUNTRY OF INCORPORATION:

United Kingdom

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

https://corporate.parsleybox.com/ (from 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:

Parsley Box delivers ready meals, that do not need to be stored in a fridge or freezer, direct to the underserved Baby Boomer+ consumer, broadly defined as those aged 60 and over. Its mission statement is to promote, support and celebrate independent living by making mealtimes easier and more enjoyable for everyone.

Parsley Box's core product range comprises over 60 single portion sized meals spanning various cuisines, with a wider product range that includes wines, spirits, cakes, desserts and gifting options such as chocolates.

Parsley Box was founded in March 2017 and has delivered strong revenue growth since inception, with a revenue CAGR of 248% to £24.4 million for the 2 years ended 31 December 2020. Parsley Box is headquartered in Edinburgh and it operates in 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):

There will be one class of ordinary share admitted to trading.

41,914,368 ordinary shares of 1 penny each.

No ordinary shares are or will be held in treasury.

Price per ordinary share: 200 pence.

The ordinary shares will be freely transferable and have no restrictions as to transfer placed on them.

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

Capital to be raised on Admission: £5 million primary and £12 million secondary.

Anticipated market capitalisation on admission: £83.8 million.

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

Approximately 54.6 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):

Christiaan Richard David van der Kuyl - Non-Executive Chairman

Kevin Matthew Dorren - Chief Executive Officer

John Beveridge Swan - Chief Financial Officer

Rosemary Adrienne Charlotte MacAulay - Chief Product Officer

Christopher Paul Britton - Senior Independent Non-Executive Director

Hazel Dianne Cameron - Independent Non-Executive Director

Ana Cristina Stewart - Independent 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):

Investor	Pre Admission		Post Admission
	Shares	%	Shares	%
Kevin Dorren¹	5,332,545	13.53%	4,860,554	11.60%
Andrew Veitch²	3,940,262	10.00%	3,616,980	8.63%
Adrienne MacAulay³	3,759,705	9.54%	3,375,000	8.05%
The Income & Growth VCT plc	2,699,344	6.85%	1,799,564	4.29%
Mobeus Income & Growth VCT plc	2,491,164	6.32%	1,660,776	3.96%
Chris van der Kuyl⁴	2,320,017	5.89%	2,320,017	5.54%
Patrick Burns⁵	2,320,017	5.89%	2,320,017	5.54%
Mobeus Income & Growth 4 VCT plc	1,948,846	4.94%	1,299,230	3.10%
William Dobbie (Snr) 6	1,611,139	4.09%	1,035,825	2.47%
Mobeus Income & Growth 2 VCT plc	1,607,711	4.08%	1,071,807	2.56%
4J Studios Limited	1,602,033	4.06%	1,602,033	3.82%
William Dobbie (Jnr)	1,331,334	3.38%	1,331,334	3.18%
Leonie Dobbie	1,197,466	3.04%	1,022,893	2.44%
Emma Dobbie	1,197,466	3.04%	1,068,153	2.55%
Schroders plc	-	-	2,001,158	4.77%
Canaccord Genuity Wealth Management	-	-	1,936,800	4.62%
Octopus Investments	-	-	1,377,600	3.29%

Notes:

^1. Kevin Dorren is a director and majority shareholder (60.65%) of, and exercises significant control over, Move Fresh Limited (the parent company of Diet Chef Limited) which will hold 662,827 Ordinary Shares immediately following Admission. Those shares are not included within Kevin Dorren's interests in the table above.

^2. Andrew Veitch is a director and a shareholder (36.07%) of Move Fresh Limited (the parent company of Diet Chef Limited) which will hold 662,827 Ordinary Shares immediately following Admission. Those shares are not included within Andrew Veitch's interests in the table above.

^3. Adrienne MacAulay is married to James Gordon MacAulay who will hold 359,570 Ordinary Shares immediately following Admission. Those shares are not included within Adrienne MacAulay's shareholding in the table above.

^4. Chris van der Kuyl is a director and shareholder of (50% alongside his connected persons), and exercises significant control over, 4J Studios Limited which will hold 1,602,033 Ordinary Shares immediately following Admission. Those shares are included as a separate holding and not included within Chris van der Kuyl's interests in the table above.

^5. Patrick Burns is a director and shareholder (50% alongside his connected persons) of, and exercises significant control over, 4J Studios Limited which will hold 1,602,033 Ordinary Shares immediately following Admission. Those shares are included as a separate holding and not included within Paddy Burns' interests in the table above.

^6. William Dobbie (Snr) is a director and 100% shareholder of Chanrossa Group Limited which will hold 413,673 Ordinary Shares immediately following Admission. Those shares are included within William Dobbie (Snr)'s interests in the table above.

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) 31 December

(ii) 31 December 2020

(iii) 30 September 2021 (6 month unaudited results to 30 June 2021);

30 June 2022 (12 month audited results to 31 December 2021);

30 September 2022 (6 month unaudited results to 30 June 2022).

EXPECTED ADMISSION DATE:

31 March 2021

NAME AND ADDRESS OF NOMINATED ADVISER:

finnCap Ltd

1 Bartholomew Close

London

EC1A 7BL

NAME AND ADDRESS OF BROKER:

finnCap Ltd

1 Bartholomew Close

London

EC1A 7BL

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:

Electronic copies of the Admission Document will be available from the Company's website, https://corporate.parsleybox.com/, from Admission. The Admission Document will contain full details about the applicant and the admission of its securities.

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

QCA Corporate Governance Code

DATE OF NOTIFICATION:

26 March 2021

NEW/ UPDATE:

Update

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END

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RNS metadata

Title: Schedule One Update - Parsley Box Group PLC
Time: 08:00:04
Date: 26 Mar 2021
Category: Capital structure
ID: 5443T