Result of General Meeting and Open Offer

RNS Number : 5626V

Unbound Group PLC

10 August 2022

 

NEITHER THIS ANNOUNCEMENT, NOR ANY COPY OF IT, NOR THE INFORMATION CONTAINED IN IT, IS FOR PUBLICATION, RELEASE, TRANSMISSION, DISTRIBUTION OR FORWARDING, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH PUBLICATION, RELEASE OR DISTRIBUTION WOULD BE UNLAWFUL (OR TO ANY PERSONS IN ANY OF THOSE JURISDICTIONS). 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (596/2014/EU) AS THE SAME HAS BEEN RETAINED IN UK LAW AS AMENDED BY THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS (SI 2019/310) ("UK MAR").

10 August 2022

Unbound Group plc

Results of General Meeting and Open Offer,

Issue of Equity

and

Total Voting Rights

Unbound Group plc (AIM: UBG) ("Unbound Group", the "Company" or, together with its subsidiary undertakings, the "Group") is pleased to announce all resolutions put to shareholders at the General Meeting held earlier today in connection with the Fundraising and Share Capital Reorganisation were duly passed.

The Company has raised approximately £3.4 million (before expenses) through the Fundraising. This includes approximately £134,000 raised through the Open Offer (before expenses) following the receipt of valid applications for 893,237 Open Offer Shares from Qualifying Shareholders, including applications under the Excess Application Facility. This represents 13.4 per cent. of the available Open Offer Shares. Accordingly, Qualifying Shareholders who have validly applied for Open Offer Shares will, subject to the conditions below, receive their full Open Offer Entitlement.

The Company has therefore issued and allotted 20,783,334 Placing Shares, 1,221,281 Subscription Shares and 893,237 Open Offer Shares. Application has been made to the London Stock Exchange for 22,897,852 New Ordinary Shares to be admitted to trading on AIM. Admission is expected at 8.00 a.m. on 11 August 2022.

The New Ordinary Shares will rank pari passu with the Existing Ordinary Shares.

The Fundraising remains conditional, inter alia, upon Admission.

Ian Watson, Chief Executive Officer, said:

"I would like to thank shareholders for their support of the Fundraising and take the opportunity to welcome new investors onto the register. Now, with the Fundraising approved, we will focus on accelerating our growth strategy in a controlled fashion. The proceeds will fund investment in the four key areas of growing our partner brand strategy, expanding our garden centre concession portfolio, investing in technology and investing in additional fast moving inventory. We look forward to moving forward with these plans and updating shareholders on our progress."

The results of the proxy voting on the Resolutions received in advance of the General Meeting are as below:

No.	Resolution	For	% For	Against	% Against	Withheld
1	Allot New Ordinary Shares	19,380,628	82.1%	4,218,554	17.9%	13,764
2	Pre-emption rights	19,368,467	82.1%	4,229,177	17.9%	15,114
3	New articles of association	19,383,427	82.1%	4,215,567	17.9%	13,764
4	Sub-division of shares	19,378,362	82.1%	4,218,360	17.9%	16,036

Pursuant to Resolution 4, each existing ordinary share of 25 pence each in the capital of the Company will be sub-divided and reclassified into:

a)  one new ordinary share of 1 penny each in the capital of the Company, such shares having the same rights, being subject to the same restrictions, and ranking on the same basis (save as to nominal value) as the Existing Ordinary Shares as set out in the New Articles; and

b)  one deferred share of 24 pence each in the capital of the Company, and the deferred shares will have the rights and be subject to the restrictions set out in the New Articles.

Total Voting Rights

Following Admission, the Company will have 65,155,980 Ordinary Shares in issue. No shares are held in treasury, therefore, the total number of voting rights in the Company following Admission will be 65,155,980.

Shareholders may use this figure 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 issued share capital of the Company, under the FCA's Disclosure Guidance and Transparency Rules.

Unless otherwise defined, capitalised terms used in this announcement shall have the same meanings as defined in the Circular, published by the Company on 22 July 2022.

Enquiries:

Unbound Group plc

Ian Watson, Chief Executive Officer

Dan Lampard, Chief Financial Officer

020 3874 8300

Singer Capital Markets (Nominated Adviser, Sole Broker and Sole Bookrunner)

Peter Steel / Tom Salvesen / Alaina Wong / Kailey Aliyar

020 7496 3000

Vico Partners (Financial PR Adviser)

Sofia Newitt

020 3957 5045

 

END

 

 

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