Schedule One - Fruugo plc | RNS | Ticker

Schedule One - Fruugo plc

RNS Announcement

RNS Number : 4313M

AIM

21 September 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:

Fruugo Limited ("Fruugo", the "Company" or the "Group") - to be re-registered as Fruugo PLC

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

Fountain Street House

13 Fountain St

Ulverston

LA12 7EQ

COUNTRY OF INCORPORATION:

United Kingdom

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

Company website address containing all information required by AIM Rule 26 from admission: https://www.fruugo.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:

Fruugo owns and operates a high growth, global cross-border marketplace employing its own proprietary technology and data science.

Fruugo's cross-border, cross-currency and multi-lingual proprietary technology enables shoppers from around the world to buy products from retailers from around the world, transacting in their own language and currency.

Fruugo enables retailers of all sizes to generate sales to shoppers in up to 42 countries currently, operating in 28 languages and 31 currencies. Today, Fruugo hosts approximately 1,400 retailers on its platform.

The Company's main country of operation is 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):

Number of ordinary shares of £0.02 pence each in nominal value ("Ordinary Shares) for which Admission will be sought: TBC

Placing price per Ordinary Share: TBC

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

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

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

Primary capital to be raised on Admission: £TBC million

Secondary Placing: TBC million

Anticipated market capitalisation on Admission: £TBC million

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

TBC %

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):

Dominic William Allonby	Executive Chairman
Antony (Tony) John Preedy	Managing Director
Guy Robert Bagshaw	Finance Director
Robert Gerard McWilliam	Independent Non-Executive Director
Elizabeth (Liz) Christine Philomena Scott	Independent Non-Executive Director
Andrew Thomas	Non-Executive Director
Alan White	Deputy Chairman and Senior Independent 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):

	Immediately prior to Admission	Immediately following Admission
Dominic William Allonby	36.3%	TBC %
Darren John Naylor	10.7%	TBC %
Andrew Thomas	9.8%	TBC %
Alan White	6.8%	TBC %
Nicholas Michael Carter	6.2%	TBC %

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) Unaudited interim financial information is prepared for the 6 months to 30 June 2021

(iii) 30 June 2022 (annual accounts for the year ending 31 December 2021)

30 September 2022 (interim results for the six months ending 30 June 2022)

30 June 2023 (annual accounts for the year ending 31 December 2022)

EXPECTED ADMISSION DATE:

Early October 2021

NAME AND ADDRESS OF NOMINATED ADVISER:

Panmure Gordon (UK) Limited

One New Change

London

EC4M 9AF

NAME AND ADDRESS OF BROKER:

Panmure Gordon (UK) Limited

One New Change

London

EC4M 9AF

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:

A copy of the admission document containing full details about the applicant and the admission of its securities will be available on the Company's website at: https://www.fruugo.com

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

The Quoted Companies Alliance Corporate Governance Code

DATE OF NOTIFICATION:

21 September 2021

NEW/ UPDATE:

New

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RNS metadata

Title: Schedule One - Fruugo plc
Time: 08:00:01
Date: 21 Sept 2021
Category: Capital structure
ID: 4313M