Result of Placing And Notice of General Meeting
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA OR IN OR INTO ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OR BREACH OF ANY APPLICABLE LAW OR REGULATION.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN THE CITY PUB GROUP PLC OR ANY OTHER ENTITY IN ANY SUCH JURISDICTION.
The City Pub Group plc
("the "Company")
Result of Placing
And
Notice of General Meeting
The Company is pleased to announce that, following the announcement earlier today, it has received strong demand from existing Shareholders and other institutional investors and it has successfully placed 30,000,000 new ordinary shares at a price of 50 pence per share, raising gross proceeds of £15 million under the Placing.
Liberum Capital Limited ("Liberum") acted as sole bookrunner on the oversubscribed Placing.
Clive Watson, Executive Chairman of the Company, said : " We are delighted with the investor support we have had at this difficult time. Together with our existing funding arrangements, this significantly strengthens our balance sheet providing a further cushion in the event the suspended environment is extended. The additional funds will also allow improvements to our operational structure during the period of closure and enable us to grow the business and recover shareholder value once pubs are permitted to reopen.
We recognise the great support we have had from our people, suppliers, bankers, brokers and advisers and also from Government through its aid package especially regarding employment costs and business rates."
Open Offer
As announced earlier today, the Company also intends to raise up to approximately £7 million through the issue of 14,015,634 new Ordinary Shares pursuant to an open offer (the "Open Offer"), to allow Shareholders, including those who are not participating in the Placing, to subscribe for new Ordinary Shares at the Issue Price. The terms and conditions of the Open Offer will be set out in the Circular, which will be posted on 30 March 2020 and which will also be made available on the Company's website at http://www.citypubcompany.com shortly following posting.
Circular and Meeting
Completion of the Placing and Open Offer will be conditional upon, inter alia, the approval by Shareholders of the resolutions to be proposed at a General Meeting of the Company. Notice of the General Meeting will be set out in the Circular . The General Meeting will be held at 11 a.m. on Thursday 16 April 2020 at the offices of the Company, Essel House, 2nd Floor, 29 Foley Street, London W1W 7TH.
In light of public health advice in response to the COVID-19 outbreak, including to limit travel and public gatherings, the Company encourages all shareholders to submit their Form of Proxy, rather than attend the meeting in person. Only the formal business of the Resolutions will be carried out at the meeting and no update will be provided.
Defined terms used in this announcement will have the meaning (unless the context otherwise requires) as set out in the Placing and Open Offer Announcement released earlier today and the Circular.
Enquiries:
City Pub Group Tel: +44 20 7559 5106
Clive Watson, Executive Chairman
Tarquin Williams, CFO
Liberum (Nomad & Joint Broker) Tel: +44 20 3100 2222
Chris Clarke / Edward Thomas / Clayton Bush
Berenberg (Joint Broker) Tel: +44 20 3207 7800
Chris Bowman / Toby Flaux / Marie Moy
Instinctif Partners Tel: +44 (0)7831379122
Matthew Smallwood
About City Pub Group
City Pub Group is the owner and operator of 47 premium pubs across Southern England and Wales.
Note:
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 896/2014. Upon the publication of this announcement via Regulatory Information Service, this inside information is now considered to be in the public domain.
IMPORTANT NOTICES
This Announcement includes statements that are, or may be deemed to be, "forward-looking statements". These forward- looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "forecasts", "plans", "prepares", "anticipates", "projects", "expects", "intends", "may", "will", "seeks", "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this Announcement and include statements regarding the Company's and the Directors' intentions, beliefs or current expectations concerning, amongst other things, the Company's prospects, growth and strategy. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance. The Company's actual performance, achievements and financial condition may differ materially from those expressed or implied by the forward-looking statements in this Announcement. In addition, even if the Company's results of operations, performance, achievements and financial condition are consistent with the forward-looking statements in this Announcement, those results or developments may not be indicative of results or developments in subsequent periods. Any forward-looking statements that the Company makes in this Announcement speak only as of the date of such statement and (other than in accordance with their legal or regulatory obligations) neither the Company, nor Liberum nor any of their respective associates, directors, officers or advisers undertakes any obligation to update such statements. Comparisons of results for current and any prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and should only be viewed as historical data.
Liberum is authorised and regulated by the Financial Conduct Authority (the "FCA" ) in the United Kingdom and is acting exclusively for the Company and no one else in connection with the Placing or any other matters referred to in this Announcement, and Liberum will not be responsible to anyone (including any Placees) other than the Company for providing the protections afforded to its clients or for providing advice in relation to the Placing or any other matters referred to in this Announcement.
No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Liberum or by any of its affiliates or agents as to, or in relation to, the accuracy or completeness of this Announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefor is expressly disclaimed.
Berenberg which is a member of the London Stock Exchange and which is authorised and regulated in Germany by the German Federal Financial Supervisory Authority (BaFin) and subject to limited regulation in the United Kingdom by the FCA, is acting exclusively for the Company and no one else in connection with the matters referred to in this Announcement, and Berenberg will not be responsible to anyone other than the Company for providing the protections afforded to its clients or for providing advice in relation to the Placing or any other matters referred to in this Announcement.
No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Berenberg or by any of its affiliates or agents as to, or in relation to, the accuracy or completeness of this Announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefor is expressly disclaimed.
No statement in this Announcement is intended to be a profit forecast or estimate, and no statement in this Announcement should be interpreted to mean that earnings per share of the Company for the current or future financial years would necessarily match or exceed the historical published earnings per share of the Company.
The price of shares and any income expected from them may go down as well as up and investors may not get back the full amount invested upon disposal of the shares.
Past performance is no guide to future performance, and persons needing advice should consult an independent financial adviser.
The New Ordinary Shares to be issued pursuant to the Placing and Open Offer will not be admitted to trading on any stock exchange other than the AIM market of the London Stock Exchange.
Neither the content of the Company's website nor any website accessible by hyperlinks on the Company's website is incorporated in, or forms part of, this Announcement.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
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