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Wednesday 04 June, 2014

AIM

Schedule 1 - Promethean Plc

RNS Number : 7623I
AIM
04 June 2014
 



 

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")


COMPANY NAME:

Promethean plc (to be renamed Link & Prosper plc on Admission) (the "Company")

 

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

Registered Office

 

Clinch's House

Lord Street

Douglas

Isle of Man IM99 1RZ

 

Trading Address

 

T.I.S. House

Spring Villa Park

Edgware

Middlesex

HA8 7EG

 

 

COUNTRY OF INCORPORATION:

Isle of Man

 

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

Prior to Admission: www.prometheanplc.com

 

Following Admission: www.linkandprosper.com

 

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY).  IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

Link & Prosper plc is the holding company for a group of subsidiaries (the Company, together with such subsidiaries, the "Group"). It is intended that the Company will benefit from investment management and other investment service fees from its operating subsidiaries as well as generating returns from investing its own assets in the investment vehicles which the Group manages.

 

The Board of Link & Prosper plc intends to establish a strategy which exploits its principal operating subsidiary, TIS Group's, reputation as a provider of insurance-linked and alternative investment products, and will utilise the expertise of its workforce to diversify its offerings to include other investment products in addition to Traded Endowment Policies ("TEPs") (for which asset class it currently provides investment services).

 

The TIS Group has established TIS SPC, an open-ended fund structured as a Cayman Islands Segregated Portfolio Company. TIS Diversified Alternative Fund ("TDAF") is an investment strategy of TIS SPC. It is expected that Link & Prosper plc will benefit from fees earned by its subsidiary, TIS Group from the provision of services to TIS SPC and the management of third party funds to be sourced and invested in TDAF.

 

In addition to third party funds, TIS SPC, through a dedicated segregated portfolio, will also manage the majority of the TEPs that have been acquired by Link & Prosper plc as a result of the offer disclosed in the Company's Admission Document. As these TEPs mature, it is intended that this segregated portfolio will diversify its investments into other alternative assets and strategies.

 

The Company's main country of operation is the United Kingdom.

 

Admission is being sought as a result of the acquisition of the securities in TIS Group that the Company does not already own which, together with the offer made by the Company (as disclosed in the Company's Admission Document), constitute a reverse takeover under Rule 14 of the AIM Rules for Companies. Admission remains conditional on certain matters including the requirement to obtain a minimum level of acceptances in relation to the offer made by the Company.

 


Ordinary shares of 1 pence each

 

CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

[TBC]

 

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

[TBC]

 

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:

N/A

 

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):

Patrick Rupert Cottrell, Proposed Non-executive Chairman

Katherine Ann Spiteri, Proposed Chief Executive Officer

Neil Alan Duggan, Proposed Non-executive Director

Martin André Bernard Nègre, Non-executive Director

 

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

Before Admission

 

Laminvest NV 22.1%

Aberdeen Asset Management Limited 22.1%

Millennium Capital Partners 11.5%

FIL Investment International 11.1%

Henderson Global Investors 8.9%

Lombard Odier Darier Hentsch & Cie 3.5%

Weiss Asset Mgt  3.3%

 

After Admission

 

[TBC]

 

 

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

N/A

 

(i)         ANTICIPATED ACCOUNTING REFERENCE DATE

(ii)        DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii)       DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

(i)         30 June

(ii)        31 December 2013

(iii)      

Full year results for the year ending 30 June 2014 - by 31 December 2014

 

Interim results for the six months ending 31 December 2014 - by 31 March 2015

 

Full year results for the year ending 30 June 2015 - by 31 December 2015

 

 

 

EXPECTED ADMISSION DATE:

18 June 2014

 

NAME AND ADDRESS OF NOMINATED ADVISER:

SP Angel Corporate Finance LLP

Prince Frederick House

4th Floor

35-39 Maddox Street

London W1S 2PP

 

NAME AND ADDRESS OF BROKER:

SP Angel Corporate Finance LLP

Prince Frederick House

4th Floor

35-39 Maddox Street

London W1S 2PP

 

 

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:

Prior to Admission: www.prometheanplc.com

 

Following Admission: www.linkandprosper.com

 

The Admission Document contains full details about the applicant and the admission of its securities.

 

DATE OF NOTIFICATION:

4 June 2014

 

NEW/ UPDATE:

New

 

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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