Toople Plc Regulatory News (TOOP)

THIS ADVERTISEMENT RELATES TO A PROSPECTUS FOR TOOPLE PLC prepared in accordance with the Prospectus Rules of the Financial Conduct Authority (the "FCA") made under section 73A of FSMA and approved by the FCA under section 87A of FSMA. ThE PROSPECTUS has been filed with the FCA and made available to the public in accordance with Rule 3.2 of the Prospectus Rules. 

THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS. INVESTORS SHOULD NOT SUBSCRIBE IN THE ORDINARY SHARES, EXCEPT ON THE BASIS OF THE INFORMATION CONTAINED IN THE PROSPECTUS. A COPY OF THE PROSPECTUS PUBLISHED ON 2 JUNE 2017 IS AVAILABLE ON THE COMPANY'S WEBSITE AT WWW.TOOPLE.COM.

INVESTORS SHOULD BE AWARE THAT AN INVESTMENT IN THE COMPANY INVOLVES A SIGNIFICANT DEGREE OF RISK AND THAT, IF CERTAIN OF THE RISKS DESCRIBED IN THIS DOCUMENT OCCUR, INVESTORS MAY FIND THEIR INVESTMENT IS MATERIALLY ADVERSELY AFFECTED.

ACCORDINGLY, AN INVESTMENT IN THE ORDINARY SHARES IS ONLY SUITABLE FOR INVESTORS WHO ARE PARTICULARLY KNOWLEDGEABLE IN INVESTMENT MATTERS AND WHO ARE ABLE TO BEAR THE LOSS OF THE WHOLE OR PART OF THEIR INVESTMENT.

THIS ANNOUNCEMENT AMOUNTS TO A FINANCIAL PROMOTION FOR THE PURPOSES OF SECTION 21 OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 ("FSMA") AND HAS BEEN APPROVED BY DARWIN STRATEGIC LIMITED WHICH IS AUTHORISED AND REGULATED BY THE FINANCIAL CONDUCT AUTHORITY. PRIMARYBID LTD IS AN APPOINTED REPRESENTATIVE OF DARWIN STRATEGIC LIMITED.

Toople plc

("Toople" or the "Company")

Subscription and Offer via PrimaryBid

Toople plc (TOOP.L), a provider of bespoke telecom services to UK SMEs, has today announced a subscription and offer for new ordinary shares of 0.0667p each in the Company ("New Ordinary Shares") at an issue price of 2p per New Ordinary Share (the "Fundraise"). The Fundraise is available online via PrimaryBid ("PrimaryBid Fundraise").

The Issue Price is at a discount of 38.46 per cent. to today's closing middle market price of 3.25 pence per Existing Ordinary Share.

Completion of the PrimaryBid Fundraise is subject to certain conditions, including the raising of minimum net proceeds of £1.0 million through the Fundraise.

Further information on the Fundraise is included in the announcement made by the Company at 5.00 p.m. today. The terms of the Fundraise are set out in a prospectus approved by the UK Listing Authority under section 87A of the Financial Services and Markets Act 2000 ("Prospectus"). A copy of the Prospectus is available from https://www.toople.com/investors/reports--circulars/ and a copy has been submitted to the National Storage Mechanism and will shortly be available for inspection at: http://www.hemscott.com/nsm.do.

The Company is pleased to provide private and other investors the opportunity to participate in the Fundraise online, subject to the terms of the Prospectus, by applying through the PrimaryBid.com website and the PrimaryBid mobile app available on the Apple App Store and Google Play.

PrimaryBid provides this service to investors on a zero commission basis.

Highlights

· The Company values its private investor base and is therefore opening the Fundraise to investors on PrimaryBid.com and the PrimaryBid app from 5.00 p.m. on 2 June 2017 to 5.00 p.m. on 4 June 2017 (the "PrimaryBid Fundraise").

· Subscriptions under the PrimaryBid Fundraise will be considered by the Company on a "first come, first served" basis subject to conditions.

No commission is charged to investors on applications to participate in the PrimaryBid Fundraise made through PrimaryBid. It is vital to note that once an application for New Ordinary Shares has been made and accepted via PrimaryBid, an application cannot be withdrawn.

For further information on PrimaryBid.com or the procedure for applications under the offer, visit www.PrimaryBid.com or call PrimaryBid.com on +44 (0)20 7491 6519. 

The outcome of the PrimaryBid Fundraise and other expected broker-led subscriptions will be announced on or around 5 June 2017.

Andy Hollingworth, Chief Executive Officer of Toople, commented:

"This fundraising will provide Toople with a meaningful amount of funds to target significant growth in customers through digital marketing campaigns aimed at the UK SME market. We are pleased to be able to provide private investors access to the Subscription and Offer via PrimaryBid."

Dave Mutton, COO of PrimaryBid said:

"We are delighted to present our users with the first opportunity to invest in a company listed on the main market. As with all of our previous offers, investments are commission free and at the same price as institutional investors. It's very exciting to see our business continue to evolve and to open up fair access for private investors to an even broader range of companies."

Enquiries:

Toople PLC 0800 0499 499

Andy Hollingworth, Chief Executive Officer

PrimaryBid Limited 0207 7491 6519

Dave Mutton

Hybridan LLP 020 3764 2341

Claire Louise Noyce