Notification of transactions of directors

RNS Number : 9768Z

Connect Group PLC

17 December 2014

 



Connect Group PLC

("the Company")

Notification of transactions of directors and persons discharging managerial responsibilities ("PDMRs")

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE PUBLICATION, DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. THE ANNOUNCEMENT IS AN ADVERTISMENT AND DOES NOT CONSTITUTE A PROSPECTUS OR PROSPECTUS EQUIVALENT DOCUMENT. NOTHING HEREIN SHALL CONSTITUTE AN OFFERING OF ANY SECURITIES REFERRED TO IN THIS ANNOUNCEMENT. PLEASE SEE THE IMPORTANT NOTICES SECTION BELOW.

In accordance with DTR 3.1.4R, the Company announces that it has been notified (in accordance with DTR 3.1.2R) that the following acquisitions of the Company's ordinary shares of five pence each by both PDMRs and directors of the Company and/or their connected persons have taken place. Each of these transactions took place pursuant to the 2 for 7 Rights Issue at 102 pence per New Ordinary Share announced by the Company as set out in the combined prospectus and circular dated 12 November 2014 (the "Prospectus").

Capitalised terms used in this announcement but not defined have the meanings given to them in the Prospectus.

Name	Position	Total beneficial holdings immediately prior to the Rights Issue	Ordinary shares acquired pursuant to the Rights Issue	Revised total beneficial holdings following the Rights Issue
Dennis Millard	Director	85,000	24,285		109,285
John Worby	Director	12,000	3,428		15,428
Andrew Brent	Director	10,101	2,886		12,987
Anthony Cann	Director	30,000	8,571		38,571
Mark Cashmore	Director	444,756	76,684		521,440
Nick Gresham	Director	152,221	43,491		195,712
Jonathan Bunting	Director	87,962	25,132		113,094
Glenn Leech	Managing Director, Connect Education & Care	80,000	22,857		102,857
Max Livingstone-Learmonth	Group Strategy Director	49,464	14,132		63,596
Graeme Underhill	Managing Director	152,324	43,521		195,845
Richard Webb	Group IT & Services Director	130,257	37,216		167,473

Stuart Marriner
Company Secretary

Enquiries:

Connect Group PLC
Mark Cashmore, Group Chief Executive
Nick Gresham, Chief Financial Officer Tel: [phone]
www.connectgroupplc.com
Buchanan
Gabriella Clinkard Tel: [phone]

www.buchanan.uk.com

IMPORTANT NOTICES

This announcement has been issued by and is the sole responsibility of the Company.

This announcement is not a prospectus but an advertisement and investors should not acquire any Nil Paid Rights, Fully Paid Rights or New Ordinary Shares referred to in this announcement except on the basis of the information contained in the Prospectus. The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. This announcement cannot be relied upon for any investment contract or decision. The information in this announcement is subject to change.

A copy of the Prospectus is available from the registered office of the Company and on the Company's website at www.connectgroupplc.com provided that the Prospectus is not, subject to certain exceptions, be available (whether through the website or otherwise) to Shareholders in the Excluded Territories. Neither the content of the Company's or Tuffnells' websites nor any website accessible by hyperlinks on the Company's or Tuffnells' websites is incorporated in, or forms part of, this announcement and no reliance should be placed on them. The Prospectus provides further details of the New Ordinary Shares, the Nil Paid Rights and the Fully Paid Rights being offered pursuant to the Rights Issue.

The Nil Paid Rights, the Fully Paid Rights, the Provisional Allotment Letters and the New Ordinary Shares have not been and will not be registered under the US Securities Act of 1933 (the "Securities Act"), or with any securities regulatory authority or under the relevant laws of any state or other jurisdiction of the United States, and may not be offered, sold, taken up, exercised, resold, pledged, renounced, transferred or delivered, directly or indirectly, into or within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other  jurisdiction of the United States. The New Ordinary Shares are being offered and sold (i) outside the United States in reliance on Regulation S under the Securities Act; and (ii) in the United States to persons reasonably believed to be "qualified institutional buyers" as defined in Rule 144A under the Securities Act ("Rule 144A") in reliance on Rule 144A or another exemption from the registration requirements of the Securities Act. Prospective investors are hereby notified that the sellers of Ordinary Shares may be relying upon the exemption from the provisions of section 5 of the Securities Act provided by Rule 144A.

Neither the US Securities and Exchange Commission ("SEC"), nor any securities regulatory authority of any State of the United States, has approved the Nil Paid Rights, Fully Paid Rights, Provisional Allotment Letters, New Ordinary Shares or passed upon the adequacy or accuracy of this announcement. Any representation to the contrary is a criminal offence in the United States.

The distribution of this announcement into jurisdictions other than the United Kingdom may be restricted by law, and, therefore, persons into whose possession this announcement comes should inform themselves about and observe any such restrictions and take legal advice, as necessary. Any failure to comply with any such restrictions may constitute a violation of the securities laws of such jurisdiction.

This announcement does not constitute an offer to sell or the solicitation of an offer to purchase any securities in any jurisdiction in which such offer or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any jurisdiction. In particular, the information contained herein is not for release, publication or distribution, directly or indirectly, in or into Australia, Canada, New Zealand, Japan, South Africa, the United States or any other Excluded Territory and should not be distributed, forwarded to or transmitted in or into any jurisdiction where to do so might constitute a violation of the securities laws or regulations of such jurisdiction. No public offering of the Provisional Allotment Letters, the Nil Paid Rights, the Fully Paid Rights or the New Ordinary Shares is being made in any such jurisdiction.

 

END

 

 

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