Announcement of Issue Price and Proposed Admission to Trading on AIM

2nd August 2016

 

franchise-support-bodyNOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OR BREACH OF ANY APPLICABLE LAW

This announcement is an advertisement and not a prospectus and not an offer of securities for sale in any jurisdiction, including in or into the United States, Canada, Australia, the Republic of South Africa or Japan or any other jurisdiction where to do so might constitute a violation or breach of any applicable law. Investors should not purchase any shares referred to in this announcement except on the basis of information in the admission document (the “Admission Document”) expected to be issued by Franchise Brands plc (“Franchise Brands” or the “Group”) in due course in connection with the proposed admission of all of its ordinary shares (“Shares”) to AIM, a market operated by the London Stock Exchange plc (“Admission”). Copies of the Admission Document will, following publication, be available at the registered office of Franchise Brands, subject to applicable securities laws or regulations.

The release, publication or distribution of this announcement in jurisdictions other than the United Kingdom may be restricted by law and persons into whose possession this document comes should inform themselves about and observe any relevant restrictions. In particular, this announcement is not for release, publication or distribution, directly or indirectly, in, into or from the United States of America, Canada, Australia, the Republic of South Africa or Japan.

This announcement does not constitute or form part of any offer or invitation to sell or issue or any solicitation of any offer to purchase or subscribe for any securities in any jurisdiction, nor shall it (or any part of it) or the fact of its distribution form the basis of, or be relied upon in connection with, or act as any inducement to enter into, any contract or commitment in relation thereto.

Recipients of this announcement who intend to purchase or subscribe for shares in Franchise Brands following publication of the final Admission Document are reminded that any such purchase or subscription must only be made solely on the basis of the information contained in the Admission Document (and, if relevant, any supplementary admission document) relating to Franchise Brands in its final form.

The shares mentioned herein have not been, and will not be, registered under the US Securities Act of 1933 (as amended) (the “US Securities Act”), and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. No public offer of the shares is being made in the United States and the information contained herein does not constitute an offering of securities for sale in the United States, Canada, Australia, the Republic of South Africa or Japan. No money, securities or other consideration is being solicited and, if sent in response to the information contained herein, will not be accepted.

Allenby Capital Limited and Dowgate Capital Stockbrokers Limited are acting exclusively for Franchise Brands and no-one else in connection with the proposed offer of Franchise Brands’ securities and will not be responsible to anyone other than Franchise Brands for providing the protections afforded to their respective clients, nor for providing advice in relation to the proposed offer, the contents of this announcement or any other matter referred to herein.

This announcement and any offer mentioned herein if subsequently made are only addressed to and directed at persons in member states of the European Economic Area who are ‘qualified investors’ within the meaning of Article (2)(1)(e) of the Prospectus Directive (Directive 2003/71/EC).

2 August 2016

Franchise Brands plc 

(“Franchise Brands”, the “Company” or the “Group”)

ANNOUCEMENT OF ISSUE PRICE AND PROPOSED ADMISSION TO TRADING ON AIM

Issue price set at 33 pence per Ordinary Share

Franchise Brands plc, the international multi-brand franchisor, today announces the successful pricing of its initial public offering (the “IPO” or the “Placing”) of 10,606,061 shares at 33 pence per share (the “Placing Price”).  Admission is expected to occur, and dealings to commence, at 8.00am on Friday 5 August 2016, under the ticker “FRAN.L” and with the ISIN GB00BD6P7Y24.

Highlights

  • The Placing was oversubscribed and includes high quality institutional investors.
  • Directors subscribed for c.1.97m shares (£650,000).
  • Based on the Placing Price, the market capitalisation of the Company on admission to trading on AIM (“Admission”) will be approximately £15.6 million.
  • The Company has conditionally raised £3.5 million (before expenses) pursuant to the Placing. The net proceeds will be used, along with its existing cash resources, for business expansion, in particular for acquisitions.
  • On Admission, Stephen Hemsley and Nigel Wray (together the “Founders”), will hold approximately 6 and 29.9 per cent. respectively of the issued share capital of the Company.
  • Admission and commencement of unconditional dealings in the Ordinary Shares on AIM are expected to take place at 8.00am on Friday 5 August 2016.

Full details of the Placing will be set out in the Admission Document expected to be published later today.

Commenting on today’s announcement, Stephen Hemsley, Executive Chairman, said:

“Today marks a significant milestone in the development of Franchise Brands.  Despite challenging market conditions, we are delighted to have received this level of support from investors.  Our admission to AIM will provide us with a strong platform from which to build on our success to date, and expand the Group through the acquisition of complementary businesses. 

“We welcome our new shareholders and look forward with confidence to the next phase of our development as a publicly quoted company.”

For further information please contact:
MHP Communications                                                               +44 (0) 20 3128 8100
(Financial PR)
Katie Hunt, Managing Director
Tim Rowntree, Managing Director
Jade Neal, Associate Director
Allenby Capital Limited                                                             +44 (0) 20 3328 5656
(Nominated Adviser and Joint Broker)
Jeremy Porter/ James Thomas / Liz Kirchner

Notes to Editors:

PLACING STATISTICS

Number of Existing Ordinary Shares 36,514,032
Number of Placing Shares 10,394,561
Number of Subscription Shares 211,500
Number of Ordinary Shares in issue on Admission                                                              47,120,093
Placing Shares as a percentage of the Enlarged Share Capital                                        27.06 per cent.
Subscription Shares as a percentage of the Enlarged Share Capital 0.45 per cent.
Issue Price 33 pence
Market capitalisation of the Company at the Issue Price on Admission £15.55 million
Gross proceeds of the Fundraising £3.5 million
Estimated net proceeds of the Fundraising £2.86 million
AIM symbol                                        FRAN.L
ISIN                                                                        GB00BD6P7Y24

 

 Click Here to read and download the AIM Admission Document of Franchise Brands plc.