4 Jul 2022 15:32
Best of the Best plc
("Best of the Best", "BOTB", "the Company" or "the Group")
Result of General Meeting & Tender Offer
Best of the Best plc runs competitions online to win cars and other prizes.
The Company is pleased to announce that at the General Meeting held earlier today, the Resolution put to shareholders was duly passed. Following approval of the Resolution, the Company also announces the Tender Offer which closed in accordance with its published timetable at 1:00 p.m. on 1 July 2022, received valid tenders for 3,950,131 Ordinary Shares representing approximately 3.8 times the Ordinary Shares subject to the Tender Offer.
In accordance with the terms of the Tender Offer, Shareholders are entitled to sell up to 1 Ordinary Share for every 9 Ordinary Shares held (up to approximately 11 per cent. of their shareholding) (the "Basic Entitlement"). Shareholders who tender to sell less than or equal to their Basic Entitlement will have their tender satisfied in full. Shareholders are permitted to tender Ordinary Shares that are in excess of their Basic Entitlement ("Excess Tenders"). To the extent that other Shareholders have not taken up their Basic Entitlement (thereby creating "Excess Capacity") Shareholders will have their Excess Tenders satisfied in full to the extent that the Excess Capacity exceeds the aggregate Excess Tenders. To the extent that the aggregate Excess Tenders exceeds Excess Capacity, Excess Tenders shall be satisfied pro rata (by value) to the amount of a Shareholder's Basic Entitlement.
Accordingly, Shareholders who tendered more than their Basic Entitlement will have their Basic Entitlement satisfied in full and any Ordinary Shares tendered above their Basic Entitlement will be scaled down (to the nearest whole number of Ordinary Shares) by a factor of approximately 0.03838657.
finnCap will purchase the maximum number of Ordinary Shares available under the terms of the Tender Offer, being in aggregate 1,045,877 Ordinary Shares at 600 pence per Ordinary Share, for a total consideration of £6,275,262.
The posting of cheques in respect of certificated Ordinary Shares purchased pursuant to the Tender Offer and the crediting of CREST accounts for uncertificated Ordinary Shares purchased pursuant to the Tender Offer is expected to occur on 15 July 2022.
The crediting of CREST accounts with uncertificated Shares unsuccessfully tendered and the dispatch of balance share certificates for unsold certificated Ordinary Shares and the return of share certificates for unsuccessful tenders of certificated Shares is also expected to occur by 15 July 2022.
Terms used in this announcement shall have the meaning ascribed to them in the circular sent to Shareholders on 16 June 2022 unless otherwise stated.
Enquiries:
Best of the Best plc | William Hindmarch, Chief Executive Rupert Garton, Commercial Director | T: 020 7371 8866 |
| ||
Buchanan | Chris Lane Toto Berger
| T: 020 7466 5000 |
Oakvale Capital (Financial Adviser) |
Daniel Burns Kieran Davey
|
T: 0207 580 3838 |
finnCap (Nominated Adviser and Broker) | Corporate Finance Carl Holmes Kate Bannatyne Teddy Whiley ECM Alice Lane
| T: 020 7220 0500 |
The information communicated in this announcement is inside information for the purposes of Article 7 of Regulation 596/2014 Please visit www.botb.com for further information