Schedule One Update - Victorian Plumbing Group PLC | RNS | Ticker

Schedule One Update - Victorian Plumbing Group PLC

RNS Announcement

RNS Number : 2281C

AIM

17 June 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:

Victorian Plumbing Group plc ("Victorian Plumbing" or "the Group")

Proposed AIM TIDM: VIC

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

Registered office address:

22 Grimrod Place

Skelmersdale

WN8 9UU

COUNTRY OF INCORPORATION:

England and Wales

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

www.victorianplumbingplc.com (website content and copy to be updated ahead of Admission to fully comply with Rule 26 obligations)

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:

Victorian Plumbing is a digitally native retailer of bathroom products and accessories, offering a wide range of over 24,000 products to B2C and trade customers. The Group has grown rapidly in recent years and is now, according to Mintel, the UK's leading specialist bathroom brand and the second largest retailer of bathroom products by revenue. Victorian Plumbing offers its customers a one-stop shop solution for the entire bathroom with more than 125 own- and third-party brands across a wide spectrum of price points.

The Group's product design and supply chain strengths are complemented by its creative and brand-focused marketing strategy. Its marketing activities are undertaken by a dedicated in-house team, which predominantly focus on online channels to drive significant and growing traffic to its website (with an average of more than 2.3 million unique visitors per month based on the 12 months ended March 2021).

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 £0.001 each in nominal value ("Ordinary Shares") for which Admission will be sought: 324,427,481

Issue price per new Ordinary Share: 262 pence

There will be no restrictions as to transfer of Ordinary Shares.

No Ordinary Shares will be held as treasury shares on Admission to AIM.

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

Capital to be raised on Admission: £297,500,002

Primary to be raised on Admission: £11,600,000 / 4,427,481 shares

Secondary to be raised on Admission: £285,900,002 / 109,122,138 shares

Anticipated market capitalisation on Admission: £850,000,001

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

Percentage of Ordinary Shares not in public hands on Admission: 65 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:

There are no other exchanges or trading platforms to which the Group has applied or agreed to have the Ordinary Shares admitted or traded.

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):

Directors:

Philip Hedley Bowcock (Chair)

Mark Andrew Radcliffe (Chief Executive Officer)

Paul Meehan (Chief Financial Officer)

Damian Robert Sanders (Senior Independent Non-Executive Director)

Kathryn ('Kath') Louise Smith (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):

	As at 17 June 2021		On Admission
	As at 17 June 2021		On Admission
Shareholder	Number of Ordinary Shares	% Ordinary Shares	Number of Ordinary Shares	% Ordinary Shares
Mark Andrew Radcliffe	229,457,795	72%	148,439,833	46%
Neil George Radcliffe	45,891,560	14%	29,688,003	9%
JPMorgan Asset Management (UK) Limited	n/a	n/a	16,000,000	5%
Kayne Anderson Rudnick Investment Management LLC	n/a	n/a	13,000,000	4%

Carole Elaine Radcliffe	15,297,187	5%	10,708,031	3%
Martin John Stewart	15,297,187	5%	10,708,031	3%

TOTAL	305,943,729	96%	228,543,898	70%

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

None - details of shares issued to management in the last twelve months will be included within the Admission Document

(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 September 2021

ii) 31 March 2021

iii) 31 March 2022, 30 June 2022, 31 March 2023

EXPECTED ADMISSION DATE:

22 June 2021

NAME AND ADDRESS OF NOMINATED ADVISER:

GCA Altium Limited

1 Southampton Street

London

WC2R 0LR

NAME AND ADDRESS OF BROKER:

Barclays Bank PLC

5 The North Colonnade

Canary Wharf

London

E14 4BB

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:

Copies of the Group's Admission Document will be available free of charge to the public during normal business hours on any day (Saturdays, Sundays and public holidays excepted) at the offices of Jones Day, 21 Tudor Street, London EC4Y 0DJ, and the registered office of the Group, 22 Grimrod Place, Skelmersdale, WN8 9UU, from the date of the Admission Document until one month from the date of Admission in accordance with the AIM Rules.

A copy of the Group's Admission Document will also be available on the Group's website at www.victorianplumbingplc.com.

The Admission Document will contain full details about the Group and the admission of the Ordinary Shares to trading on AIM.

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

UK Corporate Governance Code

DATE OF NOTIFICATION:

17 June 2021

NEW/ UPDATE:

UPDATE

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END

AIMSFISWWEFSEIM

RNS metadata

Title: Schedule One Update - Victorian Plumbing Group PLC
Time: 09:00:02
Date: 17 Jun 2021
Category: Capital structure
ID: 2281C