ESM - Schedule One

RNS Number : 5161A

Dalata Hotel Group PLC

22 December 2014

 

Pre-Admission Announcement
ESM Schedule 1

Announcement to be made by the ESM Applicant prior to admission in accordance with rule 2 of the ESM Rules for Companies
All Applicants must complete the following
Company name  Dalata Hotel Group p.l.c. ("Dalata")
Company registered address and if different, company trading address (including postcodes)
REGISTERED OFFICE AND TRADING ADDRESS 4th Floor, Burton Court, Burton Hall Drive, Sandyford, Dublin 18, Ireland
Country of incorporation     Ireland
Company website address containing all information required by rule 26 in the ESM Rules for Companies
www.dalatahotelgroup.com
Company business (including main country of operation) or, in the case of an investing company, details of its investing strategy. If the admission is sought as a result of a reverse takeover under rule 14 of the ESM Rules for Companies, this should be stated
Dalata is the largest hotel operator in Ireland, operating 36 hotels with over 5,500 rooms. Three of the hotels are owned by Dalata and the Group has entered into agreements to acquire three further hotels, which are subject to CCPC approval. 12 hotels are operated under lease agreements and 18 are operated under management agreements. Dalata operates 14 hotels under the Maldron brand, 10 of which are three star hotels with the remainder being four star. Dalata has conditionally agreed, subject to Shareholder approval at the EGM and approval of the CCPC, to acquire the Moran Bewley's Hotel Group for a consideration of €453.75 million. The Moran Bewley's Hotels are a portfolio of nine hotels comprising 2,506 rooms across Ireland and the UK. The portfolio includes four hotels in Dublin, two hotels in London and one hotel in each of Cork, Manchester and Leeds. As the Acquisition constitutes a reverse takeover under Rule 14 of the ESM Rules, an application, which is conditional on the passing of the Resolution approving the Acquisition at the EGM and CCPC approval, will be made to the Irish Stock Exchange for the Enlarged Issued Share Capital to be admitted to trading on ESM.
Details of securities to be admitted including any restrictions as to transfer of securities (i.e. where known, number of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares)
140,300,000 Ordinary Shares of nominal value €0.01 each There are no restrictions on the transfer of the ordinary shares to be admitted.

Capital to be raised on admission (if applicable) and anticipated market capitalisation on admission
The Company is raising €50,325,000 through a placing of 18,300,000 new ordinary shares at a placing price of €2.75 each. On admission, by reference to this issue price, it is expected that the market capitalisation of the Company will be €385,825,000 million.
Percentage of ESM securities not in public hands on admission
29.8%
Details of any other exchange or trading platform to which the ex securities (or other securities of the company) are or will be admitted or traded
AIM, a market regulated by the London Stock Exchange
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)
John Hennessy - Non Executive Chairman Pat McCann - Chief Executive Officer Dermot Crowley - Deputy CEO, Business Development and Finance Stephen McNally - Deputy CEO Alf Smiddy - Non Executive Director Margaret Sweeney - Non Executive Director Robert Dix - Non Executive Director
Full names and holdings of significant shareholders, expressed as a percentage of the issued share capital, before or after admission (underlining the first name by which each is known or including any other name by which each is known)
Shareholder Ordinary Shares before Admission Percentage of Ordinary Shares before Admission Ordinary Shares following Admission Percentage of Ordinary Shares following Admission Franklin Templeton Institutional, LLC 14,633,737 12.0% 16,828,798 12.0% Marketfield Asset Management 12,241,578 10.0% 14,086,364 10.0% FIL Limited 12,200,000 10.0% 13,941,280 9.9% Pioneer Asset Management S.A 7,936,156 6.5% 7,936,156 5.7% Blackrock Inc 4,325,730 3.5% 4,658,830 3.3%
Names of all persons to be disclosed in accordance with schedule two, paragraph (h) of the ESM Rules for Companies
N/A
i       anticipated accounting reference date
ii      date to which the main financial information in the admission document has been prepared
iii     dates by which it must publish its first three reports pursuant to Rules 18 and 19 in the ESM Rules for Companies   (i)   31 December; (ii)  30 June 2014 (iii) 30 June 2015 (in respect of year ended 31 December 2014), 30 September 2015 (in respect of 6 months ended 30 June 2015), 30 June 2016 (in respect of year ended 31 December 2015)
Expected admission    Mid January 2015
Name and address of ESM Adviser Davy Davy House 49 Dawson Street Dublin 2 Ireland
Name and address of broker
Davy Davy House 49 Dawson Street Dublin 2 Ireland
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 admission document will be available for download at www.dalatahotelgroup.com from the date of admission. The admission document will contain full details about Dalata and its ordinary shares.
Date of notification  22 December 2014
New/update (see note): New

This announcement has been issued through the Companies Announcement Service of

The Irish Stock Exchange

 

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