Last checked at 11 May 2022 15:17
11 May 2022
Hornby Plc ("Hornby" or the "Company")
Related Party Transaction
Hornby Plc, the international models and collectibles Group, announces details of the following related party transaction.
Since February 2020, Hornby has worked with Rawnet Limited ("Rawnet"), a digital agency. Rawnet has provided regular services to Hornby and has been a valued adviser, helping to drive Hornby's recent website development, direct to consumer offering and social media engagement.
Rawnet is beneficially majority owned by Castelnau Group Limited ("Castelnau") since its acquisition of Rawnet in February 2021 (12 months after Hornby's first engagement with Rawnet). Phoenix Asset Management Partners Limited ("PAMP") is the Investment Manager of Castelnau.
PAMP is interested in 124,634,330 ordinary shares of 1 pence each in the Company, representing 74.66 per cent. of the issued share capital of Hornby. Given that PAMP manages Phoenix UK Fund Limited, a substantial shareholder in the Company, Rawnet is a related party of Hornby.
In Note 29 of the Company's Annual Report and Accounts for the year ended 31 March 2021 ("FY21"), in accordance with AIM Rule 19 Hornby disclosed that Rawnet was a related party and it had paid Rawnet £722,252 for services provided during that financial year.
Rawnet has continued to provide Hornby with services since FY21. Hornby paid Rawnet gross proceeds of approximately £0.81m for services provided during the year ended 31 March 2022. These services constituted a related party transaction pursuant to AIM Rule 13. The Independent Directors consider, having consulted with Liberum Capital Limited, the Company's nominated adviser, that the terms of the transactions between Hornby and Rawnet are fair and reasonable insofar as the Company's shareholders are concerned.
As a valued adviser to the Company, Rawnet continues to provide services to Hornby. The Company will shortly make a further announcement as to the terms of its ongoing engagement with Rawnet in accordance with AIM Rule 13.
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Enquiries:
Hornby plc
Lyndon Davies, Exec Chairman 01843 233 500
Kirstie Gould, CFO
Liberum Capital Limited, Nominated Advisor and Broker
Andrew Godber 020 3100 2222
Edward Thomas
Miquela Bezuidenhoudt