AIM Schedule One update - The Alumasc Group Limited (9480C)

TIDMALU

RNS Number : 9480C

AIM

21 June 2019

 
         ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION 
          IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM 
                                     RULES") 
 
 COMPANY NAME: 
 The Alumasc Group plc ("Alumasc" or the "Company") 
 COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY 
  TRADING ADDRESS (INCLUDING POSTCODES): 
 The Alumasc Group plc 
  Station Road 
  Burton Latimer 
  Kettering 
  Northamptonshire 
  NN15 5JP 
 COUNTRY OF INCORPORATION: 
 England & Wales 
 COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED 
  BY AIM RULE 26: 
 https://www.alumasc.co.uk/investors/AIM (AIM Rule 26 section 
  to go live on admission) 
 COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, 
  IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING 
  POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE 
  TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED: 
 The business of the Group and its principal activity is the 
  supply of premium building products, systems and solutions. 
  Almost 80% of Group sales are driven by building regulations 
  and specifications (architects and structural engineers) because 
  of the performance characteristics offered. The Group has three 
  business segments: Roofing & Water Management; Architectural 
  Screening, Solar Shading & Balconies; and Housebuilding Products 
  & Ancillaries. 
 
  The main country of operation of the Company and its subsidiaries 
  (the "Group") is the United Kingdom. 
 DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS 
  AS TO TRANSFER OF THE SECURITIES (i.e. where known, number 
  and type of shares, nominal value and issue price to which 
  it seeks admission and the number and type to be held as treasury 
  shares): 
 36,133,558 ordinary shares of 12.5 pence each ("Ordinary Shares"). 
  The Company holds no Ordinary Shares in treasury. 
 
  No restrictions as to the transfer of securities 
 CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) 
  AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION: 
 No capital to be raised on admission. 
 
  Anticipated market capitalisation on admission GBP36.5m 
 PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION: 
 
   23.51 per cent. 
 DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH 
  THE AIM SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE 
  OR WILL BE ADMITTED OR TRADED: 
 None 
 FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS 
  (underlining the first name by which each is known or including 
  any other name by which each is known): 
 John Stewart McCall - Chairman 
  Jon Peter Pither - Deputy Chairman 
  Graham Paul Hooper - CEO 
  Andrew Magson - Group Finance Director 
  David Christopher Armfield - Non-Executive Director 
  Vijaykumar Champaklal Thakrar - Non-Executive Director 
  Stephen James Beechey - Non-Executive Director 
 FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED 
  AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER 
  ADMISSION (underlining the first name by which each is known 
  or including any other name by which each is known): 
                                     Number of Ordinary Shares      % of issued 
                                    held pre and post admission    share capital 
   John McCall                                        4,359,668            12.07 
                                  -----------------------------  --------------- 
   AXA Investment Managers                            3,420,000             9.46 
                                  -----------------------------  --------------- 
   Philip Gwyn                                        3,057,605             8.46 
                                  -----------------------------  --------------- 
   Hargreaves Lansdown                                2,317,416             6.41 
                                  -----------------------------  --------------- 
   Unicorn Asset Management                           1,800,000             4.98 
                                  -----------------------------  --------------- 
   Chelverton Asset Management                        1,626,000             4.49 
                                  -----------------------------  --------------- 
   Estate of E W O'Loughlin                           1,600,962             4.43 
                                  -----------------------------  --------------- 
   NN Investment Partners 
    BV                                                1,525,000             4.22 
                                  -----------------------------  --------------- 
   IPConcept Fund Management                          1,500,000             4.15 
                                  -----------------------------  --------------- 
   Interactive Investor Trading                       1,088,018             3.01 
                                  -----------------------------  --------------- 
 NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 
  2, PARAGRAPH (H) OF THE AIM RULES: 
 None 
 (i) ANTICIPATED ACCOUNTING REFERENCE DATE 
  (ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION 
  DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited 
  interim financial information) 
  (iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS 
  PURSUANT TO AIM RULES 18 AND 19: 
            (i) 30 June 
 
             (ii) N/A - existing issuer moving from the Official List 
 
             (iii) 31 December 2019 annual accounts for the full year to 
             30 June 2019 
             31 March 2020 (half yearly report for the six-month period 
             to 31 December 2019) 
             31 December 2020 (in respect of the annual report to 30 June 
             2020). 
 EXPECTED ADMISSION DATE: 
 25 June 2019 
 NAME AND ADDRESS OF NOMINATED ADVISER: 
 finnCap Ltd 
  60 New Broad Street 
  London 
  EC2M 1JJ 
 NAME AND ADDRESS OF BROKER: 
 Peel Hunt 
  Moor House 
  120 London Wall 
  London 
  EC2Y 5ET 
 OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE 
  (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE 
  AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL 
  DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES: 
 N/A - Quoted applicant 
 THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO 
  APPLY 
 QCA Corporate Governance Code 
 DATE OF NOTIFICATION: 
 21 June 2019 
 NEW/ UPDATE: 
 Update 
 QUOTED APPLICANTS MUST ALSO COMPLETE THE FOLLOWING: 
 
 THE NAME OF THE AIM DESIGNATED MARKET UPON WHICH THE APPLICANT'S 
  SECURITIES HAVE BEEN TRADED: 
 
   Premium segment of the FCA's Official List and Main Market 
   of the London Stock Exchange. 
 THE DATE FROM WHICH THE APPLICANT'S SECURITIES HAVE BEEN SO 
  TRADED: 
 30 May 1986 
 CONFIRMATION THAT, FOLLOWING DUE AND CAREFUL ENQUIRY, THE APPLICANT 
  HAS ADHERED TO ANY LEGAL AND REGULATORY REQUIREMENTS INVOLVED 
  IN HAVING ITS SECURITIES TRADED UPON SUCH A MARKET OR DETAILS 
  OF WHERE THERE HAS BEEN ANY BREACH: 
 
   The Company has adhered to the legal and regulatory requirements 
   applicable to companies admitted to the Official List and the 
   Main Market. 
 AN ADDRESS OR WEB-SITE ADDRESS WHERE ANY DOCUMENTS OR ANNOUNCEMENTS 
  WHICH THE APPLICANT HAS MADE PUBLIC OVER THE LAST TWO YEARS 
  (IN CONSEQUENCE OF HAVING ITS SECURITIES SO TRADED) ARE AVAILABLE: 
 
   https://www.alumasc.co.uk/investors/AIM 
 DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION INCLUDING, 
  IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING 
  STRATEGY: 
 The Company's strategy is to focus on driving growth through 
  a combination of market share gains, specific cross-selling, 
  cost savings, and complementary acquisitions. To implement 
  this strategy, the Company has repositioned itself to become 
  a dedicated supplier of premium building products, systems 
  and solutions to the construction industry, and it is seeking 
  to expand its opportunities internationally. The Board believes 
  that admission to AIM will provide an environment more suited 
  to pursue this strategy, which can assist the Company in developing 
  its business through organic growth and through more efficient 
  transaction activity to bring additional products into the 
  Company's portfolio. The Company's administrative and regulatory 
  requirements will be simplified following Admission, which 
  the Board believes will enable the Company to execute strategic 
  transactions more efficiently. 
 
  In particular, the Board believes that transactions for companies 
  admitted to AIM can be executed more rapidly with lower transactional 
  costs when compared to the regulatory requirements of companies 
  with shares listed on the premium segment of the Official List, 
  enabling more efficient implementation of the Company's strategy. 
  The Board believes that this increased flexibility has the 
  potential to be beneficial to the Company and its Shareholders. 
 A DESCRIPTION OF ANY SIGNIFICANT CHANGE IN FINANCIAL OR TRADING 
  POSITION OF THE APPLICANT, WHICH HAS OCCURRED SINCE THE 
  OF THE LAST FINANCIAL PERIOD FOR WHICH AUDITED STATEMENTS HAVE 
  BEEN PUBLISHED: 
 Save as disclosed in the Company's interim results issued on 
  31 January 2019 in relation to trading during the first half 
  of the current financial year to 30 June 2019, and in the trading 
  update released on 14 June 2019, there has been no significant 
  change in the financial or trading position of Alumasc since 
  30 June 2018, being the end of the last financial period for 
  which audited financial statements have been published. 
 A STATEMENT THAT THE DIRECTORS OF THE APPLICANT HAVE NO REASON 
  TO BELIEVE THAT THE WORKING CAPITAL AVAILABLE TO IT OR ITS 
  GROUP WILL BE INSUFFICIENT FOR AT LEAST TWELVE MONTHS FROM 
  THE DATE OF ITS ADMISSION: 
 The Directors of Alumasc have no reason to believe that the 
  working capital available to the Company or its Group will 
  be insufficient for at least 12 months from the date of its 
  admission. 

 DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE 
  AIM RULES: 
 None. 
 A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE APPLICANT'S 
  SECURITIES: 
 Settlement will continue to be through the CREST system for 
  dealings in ordinary shares 
  held in uncertificated form. Ordinary Shares can also be dealt 
  in certificated form. 
 A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT'S 
  SECURITIES: 
 
   https://www.alumasc.co.uk/investors/AIM 
 INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION DOCUMENT 
  WHICH IS NOT CURRENTLY PUBLIC: 
 
   See the Appendix to this Schedule One announcement, available 
   at: 
   https://www.alumasc.co.uk/investors/AIM 
 A WEBSITE ADDRESS OF A PAGE CONTAINING THE APPLICANT'S LATEST 
  ANNUAL REPORT AND ACCOUNTS WHICH MUST HAVE A FINANCIAL YEAR 
  END NOT MORE THEN NINE MONTHS PRIOR TO ADMISSION AND INTERIM 
  RESULTS WHERE APPLICABLE. THE ACCOUNTS MUST BE PREPARED IN 
  ACCORDANCE WITH ACCOUNTING STANDARDS PERMISSIBLE UNDER AIM 
  RULE 19: 
 
   https://www.alumasc.co.uk/investors/financial-reports-presentations/ 
 THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY: 
 None 
 

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June 21, 2019 03:00 ET (07:00 GMT)