Last checked at 25 Feb 2014 16:28
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, SWITZERLAND, NEW ZEALAND, UNITED ARAB EMIRATES OR THE REPUBLIC OF SOUTH AFRICA AND SHOULD NOT BE DISTRIBUTED IN, FORWARDED TO OR TRANSMITTED INTO THOSE COUNTRIES OR INTO ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF LOCAL SECURITIES LAWS OR REGULATIONS.
THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND DOES NOT CONSTITUTE A PROSPECTUS OR PROSPECTUS EQUIVALENT DOCUMENT. NOTHING IN THIS ANNOUNCEMENT SHALL CONSTITUTE OR FORM PART OF, AND SHOULD NOT BE CONSTRUED AS AN OFFER TO SELL OR ISSUE OR THE SOLICITATION OF AN OFFER TO BUY OR SUBSCRIBE FOR ANY SECURITIES REFERRED TO HEREIN NOR SHOULD IT FORM THE BASIS OF, OR BE RELIED ON IN CONNECTION WITH, ANY CONTRACT OR COMMITMENT WHATSOEVER. PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THE SUMMARY.
CAPITALISED TERMS USED IN THIS ANNOUNCEMENT HAVE THE MEANINGS GIVEN TO THEM IN THE PROSPECTUS.
25 February 2014
THE INNOVATION GROUP PLC
Publication of Prospectus and Revised Timetable of Principal Events
The prospectus of The Innovation Group plc ("Innovation" or the "Company") dated 25 February 2014 (the "Prospectus") relating to the proposed Firm Placing and Placing and Open Offer announced on 21 February 2014 has been approved by the Financial Conduct Authority and has been published.
The Prospectus will be posted to shareholders today and has also been submitted to the National Storage Mechanism, where it will shortly be available for inspection at www.morningstar.co.uk/uk/NSM.
In addition, the Prospectus will shortly be available to view on the website of the Company, www.innovation-group.com/investor-home, and copies of the Prospectus will be made available at the Company's registered office at Yarmouth House, 1300 Parkway, Whiteley, Fareham, Hampshire PO15 7AE.
Furthermore, following the announcement made by the Company on 21 February 2014, Innovation would like to announce a revision to the expected timetable of principal events in relation to the proposed Firm Placing and Placing and Open Offer.
The revised timetable is anticipated to be as follows:
REVISED EXPECTED TIMETABLE OF PRINCIPAL EVENTS
Each of the times and dates in the table below is indicative only and may be subject to change.
Ex-entitlement date for the Open Offer | 8.00 a.m. on 21 February 2014 |
Publication and posting of the Prospectus, Form of Proxy and Application Form | 25 February 2014 |
Basic Entitlement and Excess CREST Open Offer Entitlements credited to stock accounts of Qualifying CREST Shareholders | As soon as possible after 8.00 a.m. on 26 February 2014 |
Recommended latest time and date for requesting withdrawal of Basic Entitlements and Excess CREST Open Offer Entitlements from CREST | 4.30pm on 6 March 2014 |
Latest time and date for depositing Basic Entitlements and Excess CREST Open Offer Entitlements into CREST | 3.00pm on 7 March 2014 |
Latest time and date for splitting of Application Forms (to satisfy bona fide market claims only) | 3.00pm on 10 March 2014 |
Latest time and date for receipt of Forms of Proxy | 9.30am on 11 March 2014 |
Latest time and date for receipt of completed Application Forms and payment in full under the Open Offer or settlement of relevant CREST instruction | 11.00 a.m. on 12 March 2014 |
General Meeting | 9.30am on 13 March 2014 |
Admission and commencement of dealings in New Shares | 8.00am on 14 March 2014 |
CREST Members' accounts credited in respect of New Shares in uncertificated form | As soon as possible after 8.00am on 14 March 2014 |
Despatch of definitive share certificates for New Shares in certificated form | 21 March 2014 |
Notes:
The times set out in the expected timetable of principal events above and mentioned throughout this announcement are times in London unless otherwise stated, and may be adjusted by the Company in consultation with or, if required, with the agreement of Investec, in which event details of the new times and dates will be notified to the UK Listing Authority, the London Stock Exchange and, where appropriate, Shareholders.
Enquiries:
The Innovation Group plc | Tel: +44 (0) 1489 898 300 |
Andy Roberts, Chief Executive Officer | |
Jane Hall, Group Finance Director | |
Louise Fisk, Head of Global Communications | |
Investec Bank plc | Tel: +44 (0) 20 7 597 4000 |
Andrew Pinder | |
Patrick Robb | |
Rowena Murray | |
FTI Consulting LLP | Tel: +44 (0) 20 7 831 3113 |
Edward Bridges | |
Matt Dixon | |
Tracey Bowditch | |
Elodie Castagna |
This announcement is an advertisement and does not constitute a prospectus. Nothing in this announcement should be interpreted as a term or condition of or form a part of, and should not be construed as, any offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, nor should it or any part of it form the basis of, or be relied on in connection with, any contract or commitment whatsoever. Any decision to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities in the Company must be made only on the basis of the information contained in and incorporated by reference into the Prospectus.
This announcement, and the Prospectus and any materials distributed in connection with this announcement or the Prospectus are, subject to certain exceptions, not directed to, or intended for distribution, directly or indirectly, to or use by, any person or entity that is a citizen or resident of or located in the United States, Australia, Canada, Japan, Switzerland, New Zealand, United Arab Emirates or the Republic of South Africa and should not be distributed in, forwarded to or transmitted into those countries or into any other jurisdiction where to do so might be contrary to law or regulation or which would require any registration or licensing within such jurisdiction.
This announcement is not an offer of securities for sale, or a solicitation of an offer to buy securities, in the United States or in any other jurisdiction where such offer or solicitation would not be permitted. Securities may not be offered or sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration. The securities described in this announcement, when and if offered, will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), or with any regulatory authority or under the applicable securities laws of any state or other jurisdiction of the United States, or the relevant laws of any state, province or territory of any other Restricted Jurisdiction and the New Shares may not be offered, sold, pledged, or otherwise transferred directly or indirectly, within the United States (as defined in Regulation S under the Securities Act), except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state or local securities law. This announcement does not constitute an offer to sell or a solicitation of an offer to buy New Shares in any jurisdiction in which such offer or solicitation is unlawful. This announcement is not a prospectus or other offering document. There will be no public offering of securities in the United States.
Investec Bank plc ("Investec"), which is authorised by the Prudential Regulation Authority and regulated by the Prudential Regulation Authority and the FCA, is acting for the Company only and no-one else in connection with the Firm Placing and Placing and Open Offer and Admission and will not regard any other person (whether or not a recipient of this announcement) as a client in relation to the Firm Placing and Placing and Open Offer or Admission and will not be responsible to anyone other than the Company for providing the protections afforded to its clients or for providing advice in relation to the Firm Placing and Placing and Open Offer or Admission or any matters referred to in this announcement.
Apart from the responsibilities and liabilities, if any, which may be imposed on Investec by FSMA, Investec accepts no responsibility whatsoever for the contents of this announcement, including its accuracy, completeness or verification of for any other statement made or purported to be made by it, or on its behalf, in connection with the Company, the New Shares, the Firm Placing and Placing and Open Offer or Admission. Investec accordingly disclaims 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 of any such statement.
Neither the content of the Company's website (or any other website) nor any website accessible by hyperlinks on the Company's website (or any other website) is incorporated in, or forms part of, this announcement.