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This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014
10 August 2022
Town Centre Securities PLC(The 'Group' or the 'Company')
Results of the Tender Offer
The Company today announces the results of the Tender Offer, as set out in the shareholder circular published by the Company on 15 July 2022 (the "Circular"), which closed on 8 August 2022.
A total of 4,964,623 Ordinary Shares were validly offered for tender and, in accordance with the terms and conditions of the Tender Offer the number of shares purchased will be scaled back in accordance with the scaling mechanism as set out in paragraphs 2.14 to 2.17 of Part V of the Circular.
Accordingly, 4,000,000 Ordinary Shares will be purchased via the Tender Offer at a price of 185.0p per Ordinary Share for a total cost of £7.4m. This represents approximately 7.61 per cent. of the issued share capital of the Company.
It is anticipated that the proceeds payable to the Company's Shareholders for the certificated Ordinary Shares purchased under the Tender Offer will be despatched by 24 August 2022 in the form of a cheque and that CREST account holders will have their CREST accounts credited by 24 August 2022.
As set out in the Circular, the Ordinary Shares will be purchased by Liberum pursuant to the Tender Offer and the Company will purchase such Ordinary Shares from Liberum.
Following such purchase, the Company intends to cancel such Ordinary Shares, reducing its Issued Ordinary Share Capital from 52,530,599 Ordinary Shares to 48,530,599 Ordinary Shares. This figure of 48,530,599 may be used by Shareholders as the denominator for the calculations by which they can determine if they are required to notify their interest in, or a change to their interest in, the Ordinary Shares under the FCA's Disclosure Guidance and Transparency Rules.
Following completion of the purchase of Ordinary Shares pursuant to the Tender Offer, the Concert Party will be interested in a total of 54.66 per cent. of the reduced Issued Ordinary Share Capital. As a consequence, the Concert Party remains free to purchase additional shares, if required, without being subject to any obligation to make a general offer under Rule 9 of the Takeover Code.
Capitalised terms used in this announcement have the meanings given to them in the announcement of the Company dated 15 July 2022 in respect of the Tender Offer.
ENDS
For further information, please contact:
Town Centre Securities PLC www.tcs-plc.co.uk / @TCS PLC
Edward Ziff, Chairman and Chief Executive 0113 222 1234
Stewart MacNeill, Group Finance Director
MHP Communications 020 3128 8567
Reg Hoare / Pauline Guenot tcs@mhpc.com
Liberum www.liberum.com
Jamie Richards / Lauren Kettle / Nikhil Varghese 020 3100 2123
Peel Hunt www.peelhunt.com
Carl Gough / Henry Nicholls 020 3597 8673 / 8640