Result of Secondary Placing

RNS Number : 2227U

Best of the Best PLC

01 April 2021

 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN ARE RESTRICTED AND ARE NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.

FURTHER, THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND SHALL NOT CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN BEST OF THE BEST PLC OR ANY OTHER ENTITY IN ANY JURISDICTION. NEITHER THIS ANNOUNCEMENT NOR THE FACT OF ITS DISTRIBUTION SHALL FORM THE BASIS OF, OR BE RELIED ON IN CONNECTION WITH, ANY INVESTMENT DECISION IN RESPECT OF BEST OF THE BEST PLC. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION 596/2014 ("MAR"). IN ADDITION, MARKET SOUNDINGS (AS DEFINED IN MAR) WERE TAKEN IN RESPECT OF CERTAIN OF THE MATTERS CONTAINED IN THIS ANNOUNCEMENT, WITH THE RESULT THAT CERTAIN PERSONS BECAME AWARE OF SUCH INSIDE INFORMATION, AS PERMITTED BY MAR. UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN AND SUCH PERSONS SHALL THEREFORE CEASE TO BE IN POSSESSION OF INSIDE INFORMATION.

Best of the Best plc

("Best of the Best", "BOTB", the "Company" or the "Group")

Result of Secondary Placing

Exercise of Options

Director Shareholdings

and Total Voting Rights

Best of the Best PLC (LSE: BOTB), the provider of online competitions to win cars and other prizes, announces that it has been informed by the Selling Directors that, further to the announcement made at 6.00 p.m. on 31 March 2021 (the "ABB Announcement"), they have successfully sold a total of 2,469,352 Placing Shares at a price of £24.00 per Placing Share via an oversubscribed Placing. The Placing Shares in aggregate represent approximately 26.6 per cent. of the Company's issued share capital prior to the exercise of options.

Additionally, a further 41,666 Ordinary Shares have been sold at the Placing Price via the PrimaryBid Offer.  

On completion of the Placing and the PrimaryBid Offer, the Selling Directors will have the following resultant shareholdings:

			Resultant holding
Director	Current shareholding	Number of Ordinary Shares sold*	Ordinary Shares	% of issued share capital
William Hindmarch	2,375,658	858,672	1,516,986	16.1%
Philippa Hindmarch	2,350,000	849,398	1,500,602	15.9%
Rupert Garton	1,389,467	502,217	887,250	9.4%
Michael Hindmarch	832,023	300,731	531,292	5.6%

*Including the PrimaryBid Shares

Further Director Dealings

Pursuant to the Placing, Daniel Burns, Non-Executive Director of the Company, purchased 20,833 Ordinary Shares at the Placing Price. Following his purchase, Daniel Burns has an interest in 20,833 Ordinary Shares representing approximately 0.22 per cent. of the issued share capital following Admission.

In addition, on 31 March 2021, the Company issued and allotted 30,648 new Ordinary Shares following the exercise of options by Ben Hughes, Marketing Director, under the Company's share scheme. Further to the exercise, Mr Hughes has subsequently sold the 30,648 Ordinary Shares at the Placing Price. Following this transaction, Mr Hughes has an interest in 44,791 Ordinary Shares, representing approximately 0.48 per cent. of the issued share capital following Admission.

Total Voting Rights

The new 30,648 Ordinary Shares issued pursuant to the exercise of options by Mr Hughes will fall under the Company's block listing ("Admission"). Following Admission, the total number of Ordinary Shares in issue will be 9,412,901 and the total number of voting rights will therefore be 9,412,901. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

The notification at the end of this announcement, set out in accordance with the requirements of the EU Market Abuse Regulation, provides further details of the transactions.

The Selling Directors have entered into a secondary placing agreement with finnCap to act as sole Bookrunner. Any Ordinary Shares held by the Selling Directors are now subject to a lock-in which ends 180 days following this announcement (subject to waiver by finnCap and to certain customary exceptions). 

The Placing was conducted through an accelerated bookbuild by finnCap Ltd ("finnCap") acting as bookrunner. Proceeds of the Placing are payable in cash on usual settlement terms and 2,394,968 Placing Shares are expected to settle on a T+5 basis on or around 12 April 2021 with the remaining 105,032 Placing Shares expected to settle on or around 14 April 2021. The Company is not a party to the Placing and will not receive any proceeds from the Placing.

Capitalised terms in this announcement shall have the same meaning ascribed to them as in the ABB Announcement unless the context requires otherwise.

For further information contact:

Enquiries:

Best of the Best plc	William Hindmarch, Chief Executive Rupert Garton, Commercial Director	T: 020 7371 8866
Buchanan	Chris Lane Toto Berger Charlotte Slater	T: 020 7466 5000
finnCap (Nominated Adviser and Broker)	Corporate Finance Carl Holmes Kate Bannatyne Teddy Whiley ECM Alice Lane	T: 020 7220 0500

Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them 

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	William Hindmarch
2.	Reason for the Notification
a)	Position/status	Chief Executive Officer
b)	Initial notification/Amendment	Initial Notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Best of the Best plc
b)	LEI	213800A7RTSCF8IWQ247
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the Financial instrument, type of instrument	Ordinary Shares of 5 pence each in the capital of the company ("Ordinary Shares")
	Identification code	GB00B16S3505
b)	Nature of the transaction	Sale of Ordinary Shares
c)	Price(s) and volume(s)	Sale Price(s) Volume(s) £24.00 858,672
d)	Aggregated information: · Aggregated volume · Price	See 4c) above
e)	Date of the transaction	1 April2021
f)	Place of the transaction	London Stock Exchange, AIM Market (XLON)

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Philippa Hindmarch
2.	Reason for the Notification
a)	Position/status	PCA to Chief Executive Officer
b)	Initial notification/Amendment	Initial Notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Best of the Best plc
b)	LEI	213800A7RTSCF8IWQ247
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the Financial instrument, type of instrument	Ordinary Shares of 5 pence each in the capital of the company ("Ordinary Shares")
	Identification code	GB00B16S3505
b)	Nature of the transaction	Sale of Ordinary Shares
c)	Price(s) and volume(s)	Sale Price(s) Volume(s) £24.00 849,398
d)	Aggregated information: · Aggregated volume · Price	See 4c) above
e)	Date of the transaction	1 April 2021
f)	Place of the transaction	London Stock Exchange, AIM Market (XLON)

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Rupert Garton
2.	Reason for the Notification
a)	Position/status	Commercial Director
b)	Initial notification/Amendment	Initial Notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Best of the Best plc
b)	LEI	213800A7RTSCF8IWQ247
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the Financial instrument, type of instrument	Ordinary Shares of 5 pence each in the capital of the company ("Ordinary Shares")
	Identification code	GB00B16S3505
b)	Nature of the transaction	Sale of Ordinary Shares
c)	Price(s) and volume(s)	Sale Price(s) Volume(s) £24.00 502,217
d)	Aggregated information: · Aggregated volume · Price	See 4c) above
e)	Date of the transaction	1 April2021
f)	Place of the transaction	London Stock Exchange, AIM Market (XLON)

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Michael Hindmarch
2.	Reason for the Notification
a)	Position/status	Non-Executive Director
b)	Initial notification/Amendment	Initial Notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Best of the Best plc
b)	LEI	213800A7RTSCF8IWQ247
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the Financial instrument, type of instrument	Ordinary Shares of 5 pence each in the capital of the company ("Ordinary Shares")
	Identification code	GB00B16S3505
b)	Nature of the transaction	Sale of Ordinary Shares
c)	Price(s) and volume(s)	Sale Price(s) Volume(s) £24.00 300,731
d)	Aggregated information: · Aggregated volume · Price	See 4c) above
e)	Date of the transaction	1 April 2021
f)	Place of the transaction	London Stock Exchange, AIM Market (XLON)

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Daniel Burns
2.	Reason for the Notification
a)	Position/status	Non-Executive Director
b)	Initial notification/Amendment	Initial Notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Best of the Best plc
b)	LEI	213800A7RTSCF8IWQ247
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the Financial instrument, type of instrument	Ordinary Shares of 5 pence each in the capital of the company ("Ordinary Shares")
	Identification code	GB00B16S3505
b)	Nature of the transaction	Purchase of Ordinary Shares
c)	Price(s) and volume(s)	Purchase Price(s) Volume(s) £24.00 20,833
d)	Aggregated information: · Aggregated volume · Price	See 4c) above
e)	Date of the transaction	1 April 2021
f)	Place of the transaction	London Stock Exchange, AIM Market (XLON)

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Ben Hughes
2.	Reason for the Notification
a)	Position/status	Marketing Director
b)	Initial notification/Amendment	Initial Notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Best of the Best plc
b)	LEI	213800A7RTSCF8IWQ247
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the Financial instrument, type of instrument	Ordinary Shares of 5 pence each in the capital of the company ("Ordinary Shares")
	Identification code	GB00B16S3505
b)	Nature of the transaction	Exercise of Options and Sale of Ordinary Shares
c)	Price(s) and volume(s)	Price(s) Volume(s) Exercise of Options £2.25 30,648 Sale of Ordinary Shares £24.00 30,648
d)	Aggregated information: · Aggregated volume · Price	See 4c) above
e)	Date of the transaction	1 April 2021
f)	Place of the transaction	London Stock Exchange, AIM Market (XLON)

 

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