Issue of Equity
17 November 2014
Norman Broadbent plc
("Norman Broadbent" or "the Company")
Fundraising for re-modelling and accelerate growth
Norman Broadbent, a leading provider of executive search, leadership
consultancy and complementary recruitment services is pleased to announce that
it has raised £500,000 (the "Subscription") through the issue of 2,617,801 new
ordinary shares in the capital of the Company at a price of 19.1 pence per
share (the "Subscription Shares") to existing institutional and professional
investors. The Subscription is conditional upon admission of the Subscription
Shares to trading on AIM ("Admission").
The net proceeds of the Subscription amounting to £487,500 will be used to fund
the recent re-modelling of certain aspects of the contingent offering within
AGP and for working capital purposes generally.
Pierce Casey, a Director of the Company, has agreed to subscribe for 469,144
Subscription Shares as part of the Subscription. Following Admission and the
issue of the Subscription Shares his holding in the enlarged issued share
capital of the Company will be as follows:
No. of Shareholding Percentage holding
Subscription following of enlarged issued
Shares Admission share capital
Pierce Casey, Executive 469,144 3,682,242 21.14
Chairman
In addition, Jon Moulton, a substantial shareholder of the Company, has agreed
to subscribe for 568,378 Subscription Shares. Following Admission, Mr Moulton
will be beneficially interested in a total of 3,781,476 ordinary shares,
equivalent to 21.71 per cent. of the enlarged issued share capital of the
Company.
Ennismore Fund Management LLP ("Ennismore"), a significant shareholder of the
Company has agreed to subscribe for 197,382 Subscription Shares. Following
Admission, Ennismore will be beneficially interested in a total of 1,313,203
ordinary shares, equivalent to 7.54 per cent. of the enlarged issued share
capital of the Company.
Downing LLP ("Downing"), a substantial shareholder of the Company, has also
agreed to subscribe for 1,382,897 Subscription Shares. Following Admission,
Downing will be beneficially interested in a total of 4,354,122 ordinary
shares, equivalent to 25.00 per cent. of the enlarged issued share capital of
the Company. Pursuant to the terms of Downing's participation in the
Subscription, Downing has a right to appoint a non-executive director to the
board of directors of Norman Broadbent.
Due to the fact that Pierce Casey is a Director of the Company and the size of
his shareholding, his participation in the Subscription constitutes a related
party transaction as defined by the AIM Rules. The participations in the
Subscription by Jon Moulton and Downing are also related party transactions as
defined by the AIM Rules due to the size of their shareholdings. The Directors
of the Company other than Mr Casey, having consulted with Sanlam Securities UK
Limited, the Company's Nominated Adviser, consider that Mr Casey's, Mr
Moulton's, Ennismore and Downing's participations in the Subscription are fair
and reasonable insofar as shareholders are concerned.
Application will be made for the Subscription Shares to be admitted to trading
on AIM with Admission expected to become effective on 21 November 2014.
Following Admission the Company will have 17,416,487 ordinary shares in issue.
For the purposes of the Financial Conduct Authority's Disclosure and
Transparency Rules ("DTRs"), the issued ordinary share capital of the Company
following this allotment consists of 17,416,487 ordinary shares with voting
rights attached (one vote per share). There are no shares held in treasury.
This total voting rights figure may be used by shareholders as the denominator
for the calculations by which they will determine whether they are required to
notify their interests in, or a change to their interest in, the Company under
the DTRs.
Pierce Casey, Executive Chairman, commented:
"As indicated in the Chairman's Statement accompanying the Interim Results for
the six months to 30 June 2014, issued on 30 September 2014 consideration was
being given regarding a re-modelling of aspects of the contingent offering
within AGP. This re-modelling is being effected and the proceeds of the
Subscription will be used both for this purpose, coupled with accelerated
growth in other promising areas of the business.
Trading across the group is currently satisfactory."
For further information please contact:
Norman Broadbent plc 020 7484 0000
Pierce Casey / Sue O'Brien / James Webber
Sanlam Securities UK Limited 020 7628 2200
Simon Clements / Virginia Bull
Notes to Editors
Norman Broadbent plc is a leading provider of senior and board executive search
and leadership consultancy and assessment services. Through AGP the Group also
provides specialist contingent offerings, including RPO solutions. Norman
Broadbent Interim Management provides a dedicated senior interim management
service focussed on enhanced client returns on investment and long term
benefits. Connecting Corporates and Winning Work, now consolidated under the
Social Media Search brand, provides digital research to assist in house
recruitment as well as assisting professional service firms to drive sales by
bespoke exploitation of social media. Headquartered in London, the Group also
has offices in Los Angeles with a representative office in Singapore.
For further information visit www.normanbroadbent.com