Schedule One - Optima Health PLC | RNS | Ticker

Schedule One - Optima Health PLC

RNS Announcement

RNS Number : 8356D

AIM

12 September 2024

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:

Optima Health Limited (to be renamed Optima Health plc)

("Optima" or the "Company")

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

Meadow Court,

2 Hayland Street,

Sheffield,

United Kingdom

S9 1BY

COUNTRY OF INCORPORATION:

England and Wales

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

www.optimahealth.co.uk

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:

Optima comprises the Occupational Health division which will be demerged from Marlowe plc ahead of Admission.

Optima is the UK's leading provider of technology enabled corporate health and wellbeing solutions in the occupational health sector, a specialist branch of medicine, with an addressable UK market value of approximately £1.2 billion as at 2023. Underpinned by a robust clinical governance framework, the Group (being the Company and its subsidiary undertakings) leverages its proprietary technology and flexible delivery platform to foster healthy high performance within its clients' workforces. The Group offers a comprehensive range of flexible and progressive services from statutory driven workplace health surveillance medicals to proactive and preventive interventions, through to workplace health advice and attendance management assessments, and ultimately rehabilitation programmes and pathways aimed at returning people to work.

Operating a B2B business model, the Group currently services a well-balanced portfolio of more than 2,000 public sector and private sector clients across the UK. Clients typically have a consistent demand profile and operate in industries such as logistics, rail and transport, blue light / NHS, manufacturing and construction, financial services, retail and central and local government.

Through the Group's integrated model and nationwide coverage, delivery of its services is facilitated via several channels, both remotely and on-site. Across the UK, Optima has an extensive network comprising seven core hubs, a nationwide network of 48 occupational health clinics and mobile clinic solutions, with services delivered by a team of over 800 directly employed clinicians in the UK, across a wide range of disciplines. In addition, Optima has a network of over 1,000 subcontracted associate clinicians providing resource flexibility to align with client needs.

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):

88,777,008 Ordinary Shares of £0.01 each

There are no shares to be held as treasury shares and there are no restrictions as to

transfer of the securities.

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

Capital to be raised on Admission: n/a

Anticipated market capitalisation on Admission: £TBC million

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

Approximately 17.5 per cent. of the issued share capital not in public hands on Admission

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

THE COMPANY HAS APPLIED FOR THE VOLUNTARY CARBON MARKET DESIGNATION (Y/N)

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):

On Admission:

Julia Robertson - Non-Executive Chair

Jonathan David Thomas - Chief Executive Officer

Heidi Samsara Giles - Chief Financial Officer

Adam Thomas Councell - Non-Executive Director

Simon Ashley Arnold - Non-Executive Director

Michael (Mike) Ernest Ettling - 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):

So far as the Company is aware, the significant shareholders and their respective interests in the Company's share capital on Admission are:

Shareholder	% holding
Lord Michael Ashcroft	17.2
Slater Investments	8.0
Octopus Investments	5.7
Capital Research Global Investors	4.8
Columbia Threadneedle	3.3
Fidelity	3.1

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

N/A

(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 March

(ii) Audited results for the 12 months to 31 March 2024

(iii) 31 December 2024 (unaudited results for the 6 months to 30 September 2024)

(iii) 30 September 2025 (audited results for the 12 months to 31 March 2025)

(iii) 31 December 2025 (unaudited results for the 6 months to 30 September 2025)

EXPECTED ADMISSION DATE:

26 September 2024

NAME AND ADDRESS OF NOMINATED ADVISER:

Panmure Liberum Limited

Ropemaker Place, Level 12

25 Ropemaker Street

London EC2Y 9LY

NAME AND ADDRESS OF BROKER:

Panmure Liberum Limited

Ropemaker Place, Level 12

25 Ropemaker Street

London EC2Y 9LY

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:

The Admission Document, which will contain full details about the applicant and the admission of its securities, will be available on the Company's website (www.optimahealth.co.uk) from the date of the Company's admission.

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

QCA Corporate Governance Code

DATE OF NOTIFICATION:

12 September 2024

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

PAAEFLFFZKLEBBL

RNS metadata

Title: Schedule One - Optima Health PLC
Time: 08:00:00
Date: 12 Sept 2024
Category: Capital structure
ID: 8356D