TIDMRKW
RNS Number : 1267X
Rockwood Strategic PLC
25 August 2022
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN ARE
RESTRICTED AND ARE NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED
STATES OF AMERICA, CANADA, AUSTRALIA, NEW ZEALAND, THE REPUBLIC OF
SOUTH AFRICA OR JAPAN OR IN OR INTO ANY OTHER JURISDICTION WHERE TO
DO SO WOULD BREACH ANY APPLICABLE LAW OR REGULATION.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT
ITSELF CONSTITUTE AN OFFER FOR SALE OR SUBSCRIPTION OF ANY
SECURITIES IN THE COMPANY. THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR
CONTAIN ANY INVITATION, SOLICITATION, RECOMMATION, OFFER OR ADVICE
TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY
SECURITIES IN ANY JURISDICTION WHERE TO DO SO WOULD BREACH ANY
APPLICABLE LAW OR REGULATION.
PLEASE SEE THE IMPORTANT NOTICES AT THE OF THIS
ANNOUNCEMENT.
25 August 2022
Rockwood Strategic plc
("Rockwood Strategic" or the "Company")
Notification of proposed admission to the premium segment of the
Main Market and cancellation of trading on AIM
Rockwood Strategic plc (AIM: RKW) announces its intention to
apply for the Company's ordinary shares of 50 pence each ("Ordinary
Shares") to be admitted to listing on the premium listing segment
of the Official List of the Financial Conduct Authority ("FCA")
(the "Official List") and to trading on the premium segment of the
London Stock Exchange plc's (the "London Stock Exchange") main
market ("Main Market") for listed securities (together,
"Admission"). The Company first announced that it was exploring a
migration of its listing from AIM to the Main Market in its results
for the year ended 31 March 2022 released on 23 June 2022.
The Directors wish to improve the tax efficiency of the Company
as expediently as possible, hence the Directors believe that the
conversion of the Company to an investment trust, as defined by
section 1158 of the Corporation Tax 2010 ("Investment Trust"), for
the financial year commencing 1 April 2023 and subsequent periods
thereafter is in the best interests of the Company and its
shareholders. Approval as an Investment Trust requires the
Company's share classes to be admitted to the Official List. In
addition, the Directors believe that Admission to the Official List
will broaden the range of investors for whom the fund is regarded
as suitable which, in time, is expected to benefit trading
liquidity in the Company's shares.
Admission is conditional on, inter alia, the FCA approving the
Company's eligibility for the Official List under the Listing
Rules, the Company publishing an FCA approved prospectus in
connection with Admission (the "Prospectus") and shareholder
approval of, amongst other things, amendments to the Company's
investment policy to satisfy certain eligibility requirements under
the Listing Rules ahead of Admission, details of which will be
contained in a circular distributed to shareholders shortly. For
the avoidance of doubt, the proposed amendments to the investment
policy will not impact the Company's stated strategy and are also
considered to be in the best interests of the Company and its
shareholders to support Admission.
The Company confirms that preparations in respect of Admission
are well progressed and accordingly the Company hereby gives notice
of the intended cancellation of trading of its Ordinary Shares on
AIM in accordance with Rule 41 of the AIM Rules for Companies
(subject to certain conditions). The Company has also received
confirmation from AIM Regulation that it will waive the requirement
under Rule 41 of the AIM Rules for Companies to seek shareholder
approval for the cancellation pursuant to Guidance to AIM Rule 41
(a).
It is expected that the Company will publish its Prospectus in
connection with Admission on or around 6 September 2022, subject to
shareholder approval, and it is anticipated that the Ordinary
Shares will be admitted to the Official List, commence trading on
the Main Market and simultaneously trading will be cancelled on AIM
on or around 28 September 2022 (being at least 20 business days
after this announcement).
The Company's shares will continue to be registered with their
existing ISIN number GB00BYRH4982 and SEDOL number BYRH498. The
Company's ticker symbol will continue to be RKW.
Singer Capital Markets is acting as sponsor in relation to
Admission.
Further announcements will be made in due course.
Noel Lamb, Chairman of Rockwood: "The Board believes that moving
to the Main Market will enhance our tax efficiency and widen the
investor appeal. This is a logical next step for Rockwood Strategic
as the portfolio and strategy continue to deliver for
shareholders."
- Ends -
For further information, please contact:
Rockwood Strategic plc
Chairman Noel Lamb 020 7264 4444
Christopher
Harwood Capital LLP Hart
Investment Manager Richard Staveley 020 7640 3200
Singer Capital Markets Advisory James Maxwell
LLP Alex Bond
(Nominated Advisor and Broker) James Fischer 020 7496 3000
IMPORTANT INFORMATION
This Announcement has been issued by, and is the sole
responsibility of, the Company. No representation or warranty
express or implied, is or will be made as to, or in relation to,
and no responsibility or liability is or will be accepted by Singer
Capital Markets Advisory LLP ("SCM") or by any of their affiliates
as to or in relation to, the accuracy or completeness of this
Announcement or any other written or oral information made
available to or publicly available to any interested party or its
advisers, and any liability therefore is expressly disclaimed.
This Announcement does not constitute, or form part of, a
prospectus relating to the Company, nor does it constitute or
contain any invitation or offer to any person, or any public offer,
to subscribe for, purchase or otherwise acquire any shares in the
Company or advise persons to do so in any jurisdiction, nor shall
it, or any part of it form the basis of or be relied on in
connection with any contract or as an inducement to enter into any
contract or commitment with the Company.
The distribution or transmission of this Announcement in certain
jurisdictions may be restricted or prohibited by law or regulation.
Persons distributing this Announcement must satisfy themselves that
it is lawful to do so. Any failure to comply with these
restrictions may constitute a violation of the securities laws of
any such jurisdiction. No action has been taken by the Company or
SCM that would permit possession or distribution of this
Announcement or any other offering or publicity material relating
to the Ordinary Shares in any jurisdiction where action for that
purpose is required. Persons into whose possession this
Announcement comes are required by the Company and SCM to inform
themselves about, and to observe, such restrictions. In particular,
this Announcement may not be distributed, directly or indirectly,
in or into the United States, Canada, the Republic of South Africa,
Australia or Japan. Overseas shareholders and any person
(including, without limitation, nominees and trustees), who have a
contractual or other legal obligation to forward this document to a
jurisdiction outside the UK should seek appropriate advice before
taking any action.
This Announcement contains "forward-looking statements" which
includes all statements other than statements of historical fact,
including, without limitation, those regarding the Company's
financial position, business strategy, plans and objectives of
management for future operations, or any statements preceded by,
followed by or that include the words "targets", "believes",
"expects", "aims", "intends", "will", "may", "anticipates",
"would", "could", "indicative", "possible" or similar expressions
or negatives thereof. Such forward-looking statements involve known
and unknown risks, uncertainties and other important factors beyond
the Company's control that could cause the actual results,
performance or achievements of the Company to be materially
different from future results, performance or achievements
expressed or implied by such forward-looking statements. Such
forward-looking statements are based on numerous assumptions
regarding the Company's present and future business strategies and
the environment in which the Company will operate in the future.
These forward-looking statements speak only as at the date of this
Announcement. The Company expressly disclaims any obligation or
undertaking to disseminate any updates or revisions to any
forward-looking statements contained herein to reflect any change
in the Company's expectations with regard thereto or any change in
events, conditions or circumstances on which any such statements
are based unless required to do so by applicable law or the AIM
Rules for Companies.
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 or losses per share of the
Company for the current or future financial years would necessarily
match or exceed the historical published earnings or losses per
share of the Company.
SCM, which is authorised and regulated by the FCA in the United
Kingdom, is acting as Nominated Adviser, Sponsor and Broker to the
Company in connection with the Admission. SCM will not be
responsible to any person other than the Company for providing the
protections afforded to their clients or for providing advice to
any other person in connection with the Admission or any
acquisition of shares in the Company. SCM is not making any
representation or warranty, express or implied, as to the contents
of this Announcement. SCM has not authorised the contents of, or
any part of, this Announcement, and no liability whatsoever is
accepted by SCM for the accuracy of any information or opinions
contained in this Announcement or for the omission of any material
information.
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END
MSCFZGZRKDRGZZM
(END) Dow Jones Newswires
August 25, 2022 02:00 ET (06:00 GMT)
Rockwood Strategic (LSE:RKW)
過去 株価チャート
から 3 2024 まで 4 2024
Rockwood Strategic (LSE:RKW)
過去 株価チャート
から 4 2023 まで 4 2024
