Ben Richardson, CEO at SulNOx, confident they can cost-effectively decarbonise commercial shipping. Watch the video here.

Less Ads, More Data, More Tools Register for FREE

Pin to quick picksCIN.L Regulatory News (CIN)

  • There is currently no data for CIN

Watchlists are a member only feature

Login to your account

Alerts are a premium feature

Login to your account

Schedule 1 - City of London Group Plc

21 Sep 2015 12:11

RNS Number : 6662Z
AIM
21 September 2015

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:

City of London Group PLC ("COLG" or the "Company")

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

30 Cannon Street, London, EC4M 6XH

COUNTRY OF INCORPORATION:

England and Wales

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

http://www.cityoflondongroup.com/index.asp

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:

COLG is an investing company focusing on providing finance to the SME and professional services sectors. It does this by financing trade and securing specialist funding throughout the supply chain to help fuel growth in these sectors. COLG's main country of operation is the United Kingdom.

COLG's new investing policy, which has recently been approved by COLG's shareholders and will be adopted by COLG, conditional on Admission, is as follows:

The principal investment objective of the Company will be to achieve total returns for Shareholders in excess of 8 per cent. per annum, measured on a 5 year rolling basis. The Company aims to achieve this objective by the following means:

The majority of the Company's portfolio will be invested in the financial services sector through a series of equity and non-equity investments in unquoted companies and platforms which provide specialist financing and alternative asset management services. The Company will give particular focus to the SME market and professional services.

The Company's main strategy will be to provide equity, working capital and seed funding to management teams and early stage companies to establish their business platforms and to demonstrate a track record. When appropriate, the Company will assist those platforms in expanding their activities further by raising third party funding. The Company will then be able to progressively redeploy its initial working capital and seed funding whilst retaining its long term equity interests.

The Company will be able to hold majority and minority equity positions in its investee platforms. Where it has a majority of the equity, the day to day control will remain with each management team within those platforms, and the Company will exercise its rights as a shareholder in order to ensure appropriate investor protection and strategic direction. The Company will not generally have a fixed timescale for the realisation of investments and these will be assessed periodically in order to optimise their value.

It is the long term intention of the Company to hold a concentrated portfolio of two to four platforms but during a transition period of up to eighteen months the Company may hold only one platform or as many as six platforms pending capital raisings, reinvestment and platform realisations.

Each of the investee platforms will be separate from all others, stand alone and there will be no cross financing or funding requirements between them.

Borrowing will take place when the Company believes it to be in its best interests but the amount borrowed will not exceed 100 per cent. of its total gross assets at the time of borrowing.

Compliance with investment restrictions and guidelines will be monitored continuously by the Board. Any material changes to the investing policy must be approved by the Shareholders in accordance with the AIM Rules for Companies.

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

36,852,681 Ordinary Shares of 10 pence each to be admitted on 19 October 2015

No transfer restrictions

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

New capital to be raised on admission to AIM: 拢5.0m

Anticipated market capitalisation on admission to AIM: 拢10.0m

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

62.6%

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):

Directors:

Paul George Milner (Non-Executive Chairman)

John Christian William Kent (Chief Executive Officer)

Howard Charles Goodbourn (Chief Financial Officer)

Andrew James Crowe (Non-Executive Director)

Proposed Director:

Andrew (Andy) John Crossley (Senior Independent 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

Post admission

#

%

#

%

Helium Special Situations Fund

2,446,428

12.1

5,779,428

15.7

JG Estate

1,636,575

8.1

1,963,033

5.3

Andrew Crowe1

1,603,030

7.9

1,603,030

4.3

AXA IM UK

1,506,024

7.5

1,506,024

4.1

The BL & RB Foundation

1,325,000

6.6

1,325,000

3.6

Jupiter Asset Management

1,204,819

6.0

1,204,819

3.3

Tania Bard2

723,401

3.1

2,190,514

5.9

Alexander Bard2

666,900

2.8

2,134,014

5.8

Sarah Bard2

237,243

1.0

1,704,356

4.6

Rebecca Bard2

217,242

0.9

1,684,356

4.6

Cain Hoy Enterprises, LLC

-

-

5,866,946

15.9

Galliard Holdings Limited

-

-

1,466,737

4.0

1 Includes 1,534,000 shares held by the Loire Trust of which Andrew Crowe is the sole beneficiary

2 Includes 217,242 shares held by Savoylane as nominee for each shareholder prior to admission and 1,684,356 shares held by Savoylane as nominee for each shareholder post admission

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

None

(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) 31 March

(ii) No admission document. Latest published financial information: Annual Report and Accounts for the year ended 31 March 2015, published on 29 July 2015

(iii) 31 December 2015 (Half Year Report for the six months to 30 September 2015), 30 September 2016 (Annual Report and Accounts for the year ended 31 March 2016), 31 December 2016 (Half Year Report for the six months to 30 September 2016)

EXPECTED ADMISSION DATE:

19 October 2015

NAME AND ADDRESS OF NOMINATED ADVISER:

Peel Hunt LLP

Moor House

120 London Wall

London

EC2Y 5ET

NAME AND ADDRESS OF BROKER:

Peel Hunt LLP

Moor House

120 London Wall

London

EC2Y 5ET

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:

Not applicable - quoted applicant

DATE OF NOTIFICATION:

21 September 2015

NEW/ UPDATE:

New

QUOTED APPLICANTS MUST ALSO COMPLETE THE FOLLOWING:

THE NAME OF THE AIM DESIGNATED MARKET UPON WHICH THE APPLICANT'S SECURITIES HAVE BEEN TRADED:

The Premium segment of the FCA's Official List / Main Market of the London Stock Exchange

THE DATE FROM WHICH THE APPLICANT'S SECURITIES HAVE BEEN SO TRADED:

Admission and commencement of unconditional dealings from 1 August 1996

CONFIRMATION THAT, FOLLOWING DUE AND CAREFUL ENQUIRY, THE APPLICANT HAS ADHERED TO ANY LEGAL AND REGULATORY REQUIREMENTS INVOLVED IN HAVING ITS SECURITIES TRADED UPON SUCH A MARKET OR DETAILS OF WHERE THERE HAS BEEN ANY BREACH:

The Company has adhered to the legal and regulatory requirements applicable to companies admitted to the Official List (premium segment) and the Main Market of the London Stock Exchange plc.

AN ADDRESS OR WEB-SITE ADDRESS WHERE ANY DOCUMENTS OR ANNOUNCEMENTS WHICH THE APPLICANT HAS MADE PUBLIC OVER THE LAST TWO YEARS (IN CONSEQUENCE OF HAVING ITS SECURITIES SO TRADED) ARE AVAILABLE:

http://www.cityoflondongroup.com/corporate-pr.asp

DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION INCLUDING, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING STRATEGY:

Following the move to AIM, COLG will continue to focus on providing finance to the SME and professional services sectors, in accordance with its new investing policy (as described above).

The Board believes that its new investing policy will allow it to pursue its growth strategy, enabling it to invest in its existing platforms when commercially sensible to do so.

A DESCRIPTION OF ANY SIGNIFICANT CHANGE IN FINANCIAL OR TRADING POSITION OF THE APPLICANT, WHICH HAS OCCURRED SINCE THE END OF THE LAST FINANCIAL PERIOD FOR WHICH AUDITED STATEMENTS HAVE BEEN PUBLISHED:

There has been no significant change in the financial or trading position of the Group since 31 March 2015 the date to which the last audited results of the Company were prepared.

A STATEMENT THAT THE DIRECTORS OF THE APPLICANT HAVE NO REASON TO BELIEVE THAT THE WORKING CAPITAL AVAILABLE TO IT OR ITS GROUP WILL BE INSUFFICIENT FOR AT LEAST TWELVE MONTHS FROM THE DATE OF ITS ADMISSION:

The directors of City of London Group plc have no reason to believe that the working capital available to it and its Group will be insufficient for at least twelve months from the date of its admission.

DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE AIM RULES:

N/A

A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE APPLICANT'S SECURITIES:

Settlement will be through the CREST system for uncertificated shares. Shareholders can also deal based on share certificates.

A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT'S SECURITIES:

TBC

INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION DOCUMENT WHICH IS NOT CURRENTLY PUBLIC:

N/A

A WEBSITE ADDRESS OF A PAGE CONTAINING THE APPLICANT'S LATEST ANNUAL REPORT AND ACCOUNTS WHICH MUST HAVE A FINANCIAL YEAR END NOT MORE THEN NINE MONTHS PRIOR TO ADMISSION AND INTERIM RESULTS WHERE APPLICABLE. THE ACCOUNTS MUST BE PREPARED IN ACCORDANCE WITH ACCOUNTING STANDARDS PERMISSIBLE UNDER AIM RULE 19:

http://www.cityoflondongroup.com/corporate-reports.asp

THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY:

None.

This information is provided by RNS
The company news service from the London Stock Exchange
END
PAALBMBTMBMTBPA
Date   Source Headline
26th Jan 20237:00 amRNSCancellation - City of London Group PLC
25th Jan 202311:32 amRNSResult of General Meeting
25th Jan 20237:30 amRNSSuspension - City of London Group plc
3rd Jan 20235:00 pmRNSPosting of revised notice of general meeting
22nd Dec 20222:05 pmRNSSecond Price Monitoring Extn
22nd Dec 20222:02 pmRNSHalf-year Report
22nd Dec 20222:00 pmRNSPrice Monitoring Extension
22nd Dec 20221:45 pmRNSProposed Cancellation & Investment in RBL
20th Oct 20227:00 amRNSCFO departs Recognise Bank
6th Oct 20224:38 pmRNSResult of AGM
5th Oct 20227:00 amRNSBlock listing Interim Review
13th Sep 202211:12 amRNSPosting of Accounts
7th Sep 20227:00 amRNSFinal Results
19th Aug 20227:00 amRNSChange of Adviser
4th Aug 20227:00 amRNSAppointment of CEO
1st Jun 20227:00 amRNSTotal Voting Rights
17th May 20227:00 amRNSBusiness update
25th Apr 20227:00 amRNSBusiness update
7th Apr 202211:03 amRNSBlock listing Interim Review
31st Mar 20227:00 amRNSTrading update
22nd Mar 20227:00 amRNSChief Executive Officer to step down
15th Mar 20227:00 amRNSCEO departs Recognise Bank
11th Mar 202211:51 amRNSCompletion of Milton Homes Sale
1st Feb 20227:00 amRNSTotal Voting Rights
10th Jan 20227:00 amRNSCorrection to Director/PDMR Shareholding
4th Jan 20227:00 amRNSTotal Voting Rights
24th Dec 20219:48 amRNSDirector/PDMR Shareholding
21st Dec 20217:00 amRNSHalf-year Report
12th Oct 20213:59 pmRNSResult of AGM
29th Sep 20217:00 amRNSResult of Open Offer
20th Sep 20217:00 amRNSBanking Licence Update
14th Sep 20215:30 pmRNSPosting of Accounts and Notice of AGM
13th Sep 20217:00 amRNSOpen offer update
10th Sep 20217:00 amRNSPreliminary announcement of final results
8th Sep 202111:29 amRNSResult of Meeting
1st Sep 202112:30 pmRNSIssue of Equity
24th Aug 20217:00 amRNSPosting of Circular and Notice of General Meeting
23rd Aug 202111:05 amRNSCapital Raise and Restructure of the Group
25th Jun 20217:00 amRNSDirectorate Change
11th Jun 20217:00 amRNSBoard Changes
24th May 20217:00 amRNSBoard Changes
23rd Apr 20217:00 amRNSDirector/PDMR Shareholding
12th Apr 20219:00 amRNSRecognise appoints Head of Savings and Payments
1st Apr 202110:58 amRNSStatement re Related Party Transaction
10th Mar 20214:18 pmRNSDirector/PDMR Shareholding
15th Feb 20217:00 amRNSAppointment of Independent Non-Executive Directors
18th Jan 20217:00 amRNSRecognise Bank appoints Director of Strategy
15th Jan 20214:49 pmRNSDirectorate Change
11th Jan 20217:00 amRNSRecognise Bank: New Appointment
6th Jan 20217:00 amRNSInvestor Meet Company presentation to investors

Due to London Stock Exchange licensing terms, we stipulate that you must be a private investor. We apologise for the inconvenience.

To access our Live RNS you must confirm you are a private investor by using the button below.

Login to your account

Don't have an account? Click here to register.

Quickpicks are a member only feature

Login to your account

Don't have an account? Click here to register.