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Completion of Capital Raising

27 Apr 2011 17:18

RNS Number : 5854F
JJB Sports PLC
27 April 2011
 



THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, Australia, Canada, Japan, New Zealand, THE REPUBLIC OF SOUTH AFRICA, Switzerland OR the United Arab Emirates and SHOULD NOT BE DISTRIBUTED IN, FORWARDED TO OR TRANSMITTED INTO ANY JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF APPLICABLE SECURITIES LAWS OR REGULATIONS.

 

ALL DEFINED TERMS USED IN THIS ANNOUNCEMENT HAVE THE MEANING GIVEN TO THEM IN THE PROSPECTUS PUBLISHED BY THE COMPANY ON 6 APRIL 2011, UNLESS OTHERWISE DEFINED HEREIN.

  

27 April 2011

 

JJB Sports plc

 

Completion of the Capital Raising, Implementation of the CVA and Amended BoS Facility

 

Further to the announcement by JJB Sports plc ("JJB" or the "Company") earlier today confirming the admission of the Placing and Open Offer Shares to the premium segment of the Official List and to trading on the London Stock Exchange's main market for listed securities, the Company is pleased to announce that the CVA Proposal has now been implemented and the Amended BoS Facility has now come into effect.

 

Following receipt of the gross proceeds of the Capital Raising, all conditions precedent to the full implementation of the CVA Proposal have been satisfied and the CVA Proposal of the Company and its wholly owned subsidiary, Blane Leisure Limited, has now become effective in accordance with its terms. Accordingly, the Implementation Date (as defined in the CVA Proposal) has now occurred.

 

Mike McTighe, Chairman of JJB, commented:

 

"The finalising of our £65m capital raising today marks the completion of JJB's financial restructuring which has been made possible by the backing of our stakeholders across the business. I would like to take this opportunity to thank them for their support.

 

Our attention will now turn to delivering the operational turnaround of JJB which, as we have said previously, is a three to five year programme. There is much work to be done but we now have the platform in place to deliver. We have a great management team that is excited about the future for this company and we are confident that a great opportunity lies ahead."

 

For further information, please contact:

 

JJB Sports plc

 01942 22 1400

Keith Jones

Richard Manning

Lazard

 020 7187 2000

Melanie Gee

Charlie Foreman

Numis

020 7260 1000

Oliver Hemsley

Heraclis Economides

Maitland

 020 7379 5151

Neil Bennett

Emma Burdett

 

Important Notice

 

This announcement should be read in conjunction with the full text of the Prospectus. Copies of the Prospectus are available for inspection at the registered office of the Company at Martland Park, Challenge Way, Wigan, Lancashire, WN5 0LD, on the National Storage Mechanism website at www.hemscott.com/nsm.do and on the Company's corporate website at www.jjbcorporate.co.uk.

 

Neither the content of JJB's website nor any website accessible by hyperlinks to JJB's website is incorporated in, or forms part of, this announcement. The distribution of this announcement, the Prospectus and any other documentation associated with the Capital Raising into jurisdictions other than the United Kingdom may be restricted by law. Persons into whose possession these documents come should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. In particular, such documents should not be distributed, forwarded to or transmitted, directly or indirectly, in whole or in part, in or into the United States, Australia, Canada, Japan, New Zealand, the Republic of South Africa, Switzerland or the United Arab Emirates.

 

No action has been taken by JJB or any other person that would permit an offer of the New Ordinary Shares or possession or distribution of this announcement, the Prospectus or any other documentation or publicity material or the Application Forms in any jurisdiction where action for that purpose is required, other than in the United Kingdom.

 

The New Ordinary Shares have not been and will not be registered under the US Securities Act of 1933 (the "US Securities Act") or with any securities regulatory authority of any state or other jurisdiction of the United States and, accordingly, may not be offered, sold, resold, taken up, transferred, delivered or distributed, directly or indirectly, within the United States absent registration or an applicable exemption from the registration requirements of the US Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States.

 

There will be no public offer of the New Ordinary Shares in the United States. The New Ordinary Shares are being offered and sold outside the US in reliance on Regulation S under the US Securities Act. The New Ordinary Shares have not been approved or disapproved by the US Securities and Exchange Commission, any state securities commission in the US or any other US regulatory authority, nor have any of the foregoing authorities passed upon or endorsed the merits of the offering of the New Ordinary Shares or the accuracy or adequacy of the Application Form or this announcement. Any representation to the contrary is a criminal offence in the US.

 

The New Ordinary Shares have not been and will not be registered under the relevant laws of any state, province or territory of any of the Excluded Territories and may not be offered, sold, resold, taken up, transferred, delivered or distributed, directly or indirectly, within any Excluded Territory except pursuant to an applicable exemption from registration requirements. There will be no public offer of New Ordinary Shares in Australia, Canada, Japan, New Zealand, the Republic of South Africa, Switzerland or the United Arab Emirates.

 

This announcement is for information purposes only and does not constitute or form part of any offer to issue or sell, or the solicitation of an offer to acquire, purchase or subscribe for, any securities in any jurisdiction and should not be relied upon in connection with any decision to subscribe for or acquire any New Ordinary Shares. In particular, this announcement does not constitute or form part of any offer to issue or sell, or the solicitation of an offer to acquire, purchase or subscribe for, any securities in the United States.

 

This announcement has been issued by, and is the sole responsibility of, the Company. No person has been authorised to give any information or to make any representations other than those contained in this announcement and, if given or made, such information or representations must not be relied on as having been authorised by JJB, Lazard or Numis. Subject to the Listing Rules, the Prospectus Rules and the Disclosure and Transparency Rules, the issue of this announcement shall not, in any circumstances, create any implication that there has been no change in the affairs of the Group since the date of this announcement or that the information contained in it is correct at any subsequent date.

 

Lazard and Numis, who are authorised and regulated in the UK by the Financial Services Authority, are acting for JJB and no one else in connection with the Capital Raising and will not regard any other person (whether or not a recipient of this announcement) as a client in relation to the Capital Raising and will not be responsible to anyone other than JJB for providing the protections afforded to their respective clients or for providing advice in relation to the Capital Raising or any matters referred to in this announcement.

 

Apart from the responsibilities and liabilities, if any, which may be imposed on Lazard by the Financial Services and Markets Act 2000, neither Lazard nor Numis accepts any responsibility whatsoever for the contents of this announcement, and makes no representation or warranty, express or implied, for the contents of this announcement, including its accuracy, completeness or verification, or for any other statement made or purported to be made by it, or on its behalf, in connection with JJB or the New Ordinary Shares or the Capital Raising, and nothing in this announcement is or shall be relied upon as, a promise or representation in this respect whether as to the past or future. Each of Lazard and Numis accordingly disclaims to the fullest extent permitted by law all and any liability whether arising in tort, contract or otherwise (save as referred to above) which it might otherwise have in respect of this announcement or any such statement.

 

No statement in this announcement is intended to be a profit forecast and no statement in this Announcement should be interpreted to mean that earnings per share of JJB for the current or future financial years would necessarily match or exceed the historical published earnings per share of JJB.

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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