Schedule One - Facilities by ADF plc | RNS | Ticker

Schedule One - Facilities by ADF plc

RNS Announcement

RNS Number : 6395V

AIM

15 December 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:

Facilities by ADF plc (the "Company" or "Group")

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

Ground Floor 31 Oldfield Road, Bocam Park, Pencoed, Bridgend, United Kingdom, CF35 5LJ

COUNTRY OF INCORPORATION:

England and Wales

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

https://facilitiesbyadf.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:

Facilities by ADF plc is a provider of premium serviced production facilities to the UK film and High-end Television ("HETV") industry. The Group hires out its facilities to productions throughout the UK and Europe, providing its services to some of the world's largest traditional and on-demand content production companies. Facilities by ADF is the only high volume facilities provider in Europe that is approved by albert, an organisation that measures and assesses the environmental impact of businesses in the film and television industry.

The Group's business has grown to a business servicing productions with its fleet of over 500 trailers and vehicles and providing its services to the largest global production companies including Netflix, Sky, BBC, ITV, Disney, HBO and Apple amongst others and has an estimated 35 per cent. market share of providing facilities to the UK HETV market.

The Group serves customers in an industry that has experienced significant growth in recent years with additional demand driven by a material rise in the consumption of film and HETV content via streaming platforms such as Netflix, Disney and Amazon Prime. The UK film and TV industry has directly benefited during this growth due to the quality of its production facilities and studios, highly skilled domestic workforce, geography, accessibility to Europe, English language environment and strong governmental support.

The Company's main country of operation is the UK.

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):

TBC ordinary shares of 1 pence each.

No ordinary shares are or will be held in treasury.

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:

£TBC million to be raised for the Company through the placing of new ordinary shares.

£TBC million to be raised for selling shareholders through the placing of existing ordinary shares.

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:

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):

Marsden "Mars" James Proctor - Chief Executive Officer

Neil Evans - Chief Financial Officer

John Richards - Non-Executive Chairman

Warusahennedige Vinodha "Vin" Soysa Wijeratne - Non-Executive Director

Kathryn James - 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 issued share capital immediately prior to Admission	% of issued share capital on Admission
Andrew Dixon	24.0%	TBC
Sian Dixon	16.0%	TBC
Stephen Haines	24.0%	TBC
Julie Fletcher	16.0%	TBC
Marsden Proctor	7.0%	TBC
Neil Evans	5.0%	TBC
John Richards	4.0%	TBC
Wayne Evans	3.0%	TBC
TBC	TBC	TBC

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

ONE Advisory Limited, KPMG LLP

(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) 30 June 2021

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

30 September 2022 (half year report for the six months ending 30 June 2022; and

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

EXPECTED ADMISSION DATE:

31 December 2021

NAME AND ADDRESS OF NOMINATED ADVISER:

Cenkos Securities plc

6.7.8. Tokenhouse Yard

EC2R 7AS

NAME AND ADDRESS OF BROKER:

Cenkos Securities plc

6.7.8. Tokenhouse Yard

EC2R 7AS

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:

https://facilitiesbyadf.com/

The Company's 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:

15 December 2021

NEW/ UPDATE:

New

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

PAAEAKALFEDFFFA

RNS metadata

Title: Schedule One - Facilities by ADF plc
Time: 08:00:01
Date: 15 Dec 2021
Category: Capital structure
ID: 6395V