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Ted Baker PLC (TED)

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Friday 19 June, 2020

Ted Baker PLC

Admission of New Shares

RNS Number : 4364Q
Ted Baker PLC
19 June 2020
 

 

 

19 June 2020

NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, THE COMMONWEALTH OF AUSTRALIA, ITS TERRITORIES AND POSSESSIONS, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA, SWITZERLAND OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND DOES NOT CONSTITUTE A PROSPECTUS OR PROSPECTUS EQUIVALENT DOCUMENT. NOTHING HEREIN SHALL CONSTITUTE AN OFFERING OF SHARES. NOTHING IN THIS ANNOUNCEMENT SHOULD BE INTERPRETED AS A TERM OR CONDITION OF THE CAPITAL RAISING. NEITHER THIS COMMUNICATION NOR ANY PART OF IT SHALL FORM THE BASIS OF OR BE RELIED ON IN CONNECTION WITH OR ACT AS AN INDUCEMENT TO ENTER INTO ANY CONTRACT OR COMMITMENT WHATSOEVER. ANY DECISION TO PURCHASE, SUBSCRIBE FOR, OTHERWISE ACQUIRE, SELL OR OTHERWISE DISPOSE OF SHARES HAS BEEN MADE SOLELY ON THE BASIS OF THE INFORMATION CONTAINED IN AND INCORPORATED BY REFERENCE INTO THE PROSPECTUS. COPIES OF THE PROSPECTUS ARE AVAILABLE ON THE WEBSITE OF TED BAKER PLC AT WWW.TEDBAKERPLC.COM.

Ted Baker Plc (the "Company")

Admission of New Shares

The Company today announces that, pursuant to the Placing and Open Offer, Firm Placing and Offer for Subscription (the "Capital Raising") announced on 1 June 2020, 140,000,000 New Shares will be admitted to listing on the premium listing segment of the Official List of the Financial Conduct Authority and will be admitted to trading on the London Stock Exchange plc's main market for listed securities at 8.00 a.m. today.

All capitalised terms in this announcement but not defined herein have the meaning given to them in the combined prospectus and circular published by the Company on 1 June 2020 (the "Prospectus"), which is available on the Company's website ( www.tedbakerplc.com ) , unless otherwise defined herein.

 

For further information please contact: 

Ted Baker Plc

[email protected]

Peter Hearsey-Zoubie, Company Secretary


Liberum Capital Limited (Sponsor, Joint Global Coordinator, Joint Bookrunner and Joint Underwriter)

Tel: +44 (0) 20 3100 2000

Richard Crawley, Jamie Richards, Jonathan Wilkes-Green, Louis Davies


Goldman Sachs International (Joint Global Coordinator, Joint Bookrunner and Joint Underwriter)

Tel: +44 (0) 20 7774 1000

Jimmy Bastock, Chris Emmerson, Benjamin Holt, Adam Laikin


Blackdown Partners (Independent Adviser to the Board of Ted Baker Plc)

Peter Tracey, Tom Fyson

Tel: +44 (0) 20 3807 8484

Tulchan Communications


Michelle Clarke, Jonathan Sibun, Will Palfreyman

Tel: +44 (0) 20 7353 4200

Link Asset Services (Registrar and Receiving Agent)

Tel: +44 (0) 371 664 0321

 

IMPORTANT NOTICE:

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 Shares except on the basis of the information contained in the Prospectus published by the Company in connection with the Capital Raising.

The information contained in this announcement is for background purposes only, does not purport to be full or complete and is not intended to and does not constitute or form part of any offer or invitation to purchase or subscribe for, or any solicitation to purchase or subscribe for shares in any jurisdiction. No reliance may or should be placed by any person for any purpose whatsoever on the information contained in this announcement or on its accuracy or completeness. The information in this announcement is subject to change. No offer or invitation to purchase or subscribe for, or any solicitation to purchase or subscribe for New Shares will be made in any jurisdiction in which such an offer or solicitation is unlawful. The information contained in this announcement is not for release, publication or distribution to persons in 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 local securities laws or regulations.

This announcement is not an offer of securities for sale in the United States. The New Shares, the Application Forms and the Offer for Subscription Application Forms have not been and will not be registered under the Securities Act or under any securities laws of any state or other jurisdiction of the United States and may not be offered, sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, into or within the United States except pursuant to an applicable 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. There will be no public offer of the Shares 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. Any failure to comply with any such restrictions may constitute a violation of the securities laws of such jurisdiction. In particular, subject to certain exceptions, this announcement, the Prospectus and the Application Forms and Offer for Subscription Application Forms should not be distributed, forwarded to or transmitted in or into the United States or any other Excluded Territory.

This announcement does not constitute a recommendation concerning any investor's options with respect to the Capital Raising. The price and value of securities can go down as well as up. Past performance is not a guide to future performance. The contents of this announcement are not to be construed as legal, business, financial or tax advice. Each Shareholder or prospective investor should consult his, her or its own legal adviser, business adviser, financial adviser or tax adviser for legal, financial, business or tax advice.

Notice to all investors

Goldman Sachs International ("Goldman Sachs") is authorised by the Prudential Regulation Authority and regulated by the FCA and the Prudential Regulation Authority. Liberum Capital Limited ("Liberum" and, together with Goldman Sachs, the "Banks") is authorised and regulated by the FCA. Each of the Banks is acting exclusively for the Company and no one else in connection with the Capital Raising and will not regard any other person (whether or not a recipient of this announcement) as a client in relation to the Capital Raising and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients nor for giving advice in relation to the Capital Raising or any transaction or arrangement referred to in this announcement.

Apart from the responsibilities and liabilities, if any, which may be imposed on the Banks by the FSMA or the regulatory regime established thereunder, or under the regulatory regime of any jurisdiction where exclusion of liability under the relevant regulatory regime would be illegal, void or unenforceable, none of the Banks, nor any of their respective affiliates, directors, officers, employees or advisers, accepts any responsibility whatsoever for, or makes any representation or warranty, express or implied, as to, the contents of this announcement, including its accuracy, completeness or verification, or for any other statement made or purported to be made by it, or on its behalf, by the Company, the Directors or any other person, in connection with the Company or the Shares or the Capital Raising or Disposal and nothing contained in this announcement is or shall be relied upon as a promise or representation in this respect, whether as to the past or future. Each of the Banks and their respective affiliates, directors, officers, employees or advisers each accordingly disclaims all and any liability whether arising in tort, contract or otherwise which they might otherwise have in respect of this announcement or any such statement. No representation or warranty express or implied, is made by any of the Banks or any of their respective affiliates, directors, officers, employees or advisers as to the accuracy, completeness or sufficiency of the information set out in this announcement.

No person has been authorised to give any information or to make any representations other than those contained in this announcement, the Prospectus, the Application Forms and the Offer for Subscription Application Forms, and, if given or made, such information or representations must not be relied on as having been authorised by the Company, Goldman Sachs or Liberum. Subject to the Listing Rules, the Prospectus Rules and the Transparency Rules of the Financial Conduct Authority and the Disclosure Requirements (as such term is defined in the Listing Rules), the issue of this announcement shall not, in any circumstances, create any implication that there has been no change in the affairs of the Company since the date of this announcement or that the information in it is correct as at any subsequent date.

 

 


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