Rev Bars Regulatory News (RBG)

25 June 2020

THIS ANNOUNCEMENT AND THE INFORMATION IN IT, IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OR BREACH OF ANY APPLICABLE LAW OR REGULATION.

FURTHER, THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN OFFER OF SECURITIES IN ANY JURISDICTION.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET ABUSE REGULATION (EU) NO 596/2014, AS AMENDED.

Defined terms used in this announcement have the meanings given to them in the Circular to shareholders dated 10 June 2020 (the "Circular") unless the context provides otherwise.

For immediate release

REVOLUTION BARS GROUP PLC

Result of Open Offer

Revolution Bars Group plc, a leading UK operator of 74 premium bars, trading under the 'Revolution' and 'Revolución de Cuba' brands, is pleased to announce the results of its Open Offer.

On 5 June 2020, Revolution announced its intention to raise gross proceeds of approximately £15.0 million by way of a Firm Placing and a Placing and Open Offer (together the "Fundraising"), all at an issue price of 20 pence per New Ordinary Share (the "Issue Price"). 

A total of 75,017,495 New Ordinary Shares will be issued at the Issue Price (subject to the conditions noted below), of which 30,017,495 New Ordinary Shares (the "Open Offer Shares") will be issued pursuant to the Placing and Open Offer and 75,000,000 New Ordinary Shares (the "Firm Placing Shares") will be issued pursuant to the Firm Placing.

The Open Offer closed for acceptances at 11.00 a.m. today. The Company has received valid acceptances from Qualifying Shareholders in respect of their Basic Entitlements in respect of 24,045,349 New Ordinary Shares, representing approximately 80.10 per cent. of the Open Offer Shares. In addition, the Company has received applications from Qualifying Shareholders under the Excess Application Facility in respect of 21,497,094 New Ordinary Shares, representing approximately 71.62 per cent. of the Open Offer Shares. Accordingly, Qualifying Shareholders who have validly applied for Open Offer Shares will receive their full Basic Entitlements. As applications under the Excess Application Facility cannot be satisfied in full, applications for New Ordinary Shares under the Excess Application Facility will be scaled back in accordance with the terms set out in the Circular. 

The Firm Placing Shares are not subject to clawback and were not part of the Placing and Open Offer.

Director participation in the Open Offer

William Tuffy, a Non-Executive Director of the Company, has taken up his Basic Entitlement in full under the Open Offer, representing 6,000 New Ordinary Shares. In addition, William Tuffy applied for and will receive a further 1,111 New Ordinary Shares under the Excess Application Facility.

General Meeting

The Fundraising remains conditional on the approval by Shareholders of Resolutions 1 - 3 at the Company's General Meeting to be held on 26 June 2020 (or any adjournment thereof), the satisfaction of certain conditions in the Placing Agreement and Admission of the New Ordinary Shares to trading on AIM occurring at or before 8.00 a.m. on 27 July 2020 (or such later date as the Company, finnCap and Peel Hunt may agree, being not later than 8.00 a.m. on 8 August 2020).

The Company will announce the results of the General Meeting as soon as practicable after the meeting concludes.

For further information, please contact:

 The person responsible for arranging release of this announcement on behalf of Revolution Bars Group plc is Mike Foster, Chief Financial Officer.