We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Customisable watchlists with full streaming quotes from leading exchanges, such as LSE, NASDAQ, NYSE, AMEX, Bovespa, BIT and more.
| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Rockpool Acquisitions Plc | LSE:ROC | London | Ordinary Share | GB00BF2MWC40 | ORD GBP0.05 |
| Price Change | % Change | Share Price | Shares Traded | Last Trade
|
|
|---|---|---|---|---|---|
| 0.00 | 0.00% | 2.85 | 0.00 | 00:00:00 |
| Bid Price | Offer Price | High Price | Low Price | Open Price | |
|---|---|---|---|---|---|
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Finance Services | -506k | -0.0398 | -0.72 | 362.66k |
| Last Trade Time | Trade Type | Trade Size | Trade Price | Currency |
|---|---|---|---|---|
| - | O | 0 | 2.85 | GBX |
| Date | Time | Source | Headline |
|---|---|---|---|
| 18/12/2024 | 09:26 | UK RNS | Rockpool Acquisitions PLC Potential reverse takeover European Lingerie.. |
| 16/12/2024 | 15:14 | UK RNS | Rockpool Acquisitions PLC Settlement of £452,500 debt owed by Amcomri |
| 21/11/2024 | 12:51 | UK RNS | Rockpool Acquisitions PLC Recovery of Costs from Amcomri Group Limited |
| 23/9/2024 | 14:00 | UK RNS | Rockpool Acquisitions PLC Result of Annual General Meeting |
| 29/8/2024 | 09:30 | UK RNS | Rockpool Acquisitions PLC Notice of AGM |
| 28/8/2024 | 15:00 | UK RNS | Rockpool Acquisitions PLC Recovery of Costs from Amcomri Group Limited |
| 03/7/2024 | 12:48 | ALNC |  EARNINGS: AssetCo proposes name change; i(x) Net Zero eyes AIM exit |
| 28/6/2024 | 12:00 | UK RNS | Rockpool Acquisitions PLC Annual Financial Report to 31st March 2024 |
| 29/4/2024 | 14:43 | UK RNS | Rockpool Acquisitions PLC Restoration of Listing & Trading |
| 24/4/2024 | 19:10 | ALNC | TRADING UPDATES: Pennant trading in line; Coro requests suspension |
Rockpool Acquisitions (ROC) Share Charts1 Year Rockpool Acquisitions Chart |
|
1 Month Rockpool Acquisitions Chart |
Intraday Rockpool Acquisitions Chart |
| Date | Time | Title | Posts |
|---|---|---|---|
| 19/12/2024 | 18:10 | Rockpool Acquisitions (ROC) | 54 |
| 21/12/2014 | 21:05 | ROC OIL COMPANY LIMITED | 1,113 |
| 06/11/2012 | 22:05 | oil play | 1 |
| 20/5/2008 | 06:50 | Roc Oil - DOUBLE YOUR MONEY!! | 3 |
| 16/10/2007 | 07:07 | SIGNIFICANT GROWTH IN 2006 | 896 |
| Trade Time | Trade Price | Trade Size | Trade Value | Trade Type |
|---|
| Top Posts |
|---|
Posted at 21/12/2024 08:20 by Rockpool Acquisitions Daily Update Rockpool Acquisitions Plc is listed in the Finance Services sector of the London Stock Exchange with ticker ROC. The last closing price for Rockpool Acquisitions was 2.85p.Rockpool Acquisitions currently has 12,725,003 shares in issue. The market capitalisation of Rockpool Acquisitions is £362,663. Rockpool Acquisitions has a price to earnings ratio (PE ratio) of -0.72. This morning ROC shares opened at - |
Posted at 19/12/2024 18:10 by hedgehog 100 "The consideration for the Acquisition, if it is concluded, ("the Price") will be settled by the issue of new ordinary shares of Rockpool, valuing each ordinary share at 10p per share (compared with a mid-market price of 2.85p at close on Tuesday 17th December 2024). The Price will be agreed by Rockpool and the sellers in light of the valuation at which the Company's brokers anticipate being able to procure investors to subscribe for new ordinary shares in the Placing as well as the price at which the Target raises funds in the Pre-RTO Fundraising."So a 10p/share RTO valuation for current ROC shares. Compared to a current ROC share price (suspended) of 2.85p, market cap. £362,663 (12,725,003 shares in issue). I.e. an increase 'on paper' of over 3.5 times: over 250%! Thanks and well done to ROC's management for arranging this proposed deal, and fingers crossed that it completes. And well done to ROC shareholders who had the patience and understanding to hold on. |
Posted at 19/12/2024 17:16 by hedgehog 100 18/12/2024 09:26 RNS Regulatory News Rockpool Acquisitions PLC Potential reverse takeover European Lingerie Group LSE:ROC Rockpool Acquisitions Plc"Heads of Agreement signed with European Lingerie Group, AB ("ELG AB" or "the Target") Potential Reverse Takeover and Temporary Suspension of Listing Rockpool Acquisitions Plc, the Special Purpose Acquisition Company ("SPAC") whose shares are listed in the Equity Shares (Shell Companies) category of the Official List and traded on the Main Market of the London Stock Exchange, is pleased to announce that it has entered into heads of terms ("Heads") relating to the proposed acquisition (the "Acquisition") of the entire issued and to be issued share capital of European Lingerie Group AB, a Swedish company that is the holding company of a long-established vertically-integrate The Acquisition, if completed, will constitute a "initial transaction" under Section 13.4 of the UK Listing Rules. Therefore, in accordance with UKLR 21.1.4 and 21.3, the Company has requested a suspension of its listing pending either the issue of an announcement giving further details of the initial transaction, the publication of a prospectus, or an announcement that the Acquisition is no longer in contemplation. The suspension will take effect immediately. Rockpool and the other parties to the Heads intend to proceed as quickly as possible and have agreed that they will work together in good faith with a view to signing and effecting the Acquisition and Readmission in the first half of 2025. ELG AB can trace its origins back to 1885 and carries on the production, wholesaling and (to a limited extent currently) retailing of intimate apparel, as well as the production of fabrics used in the making of intimate apparel. The Group, which is headquartered in Germany, where it also has design and production facilities, additionally has factories in Hungary and Latvia. It also undertakes a limited amount of outsourcing to producers in other countries. ELG manufactures garments under its own brands of Felina, Senselle and Conturelle and these have a high level of recognition in its main markets in Germany and the Benelux but are also sold in a wide range of other markets from Australia to the United States. The Group, through its Lauma fabrics division, also manufactures and supplies fabrics which are incorporated into garments made by over 100 other lingerie producers, including a number of other leading brands, such as Triumph and Wacoal. The LYCRA Company's factory at Maydown, Co. Derry, N. Ireland, is a major supplier of yarn to the Group and works increasingly closely with it. SIA European Lingerie Group (a company incorporated in Latvia) is the parent company of the Group's operating companies. ELG AB is currently the holder of 70% of the issued and to-be-issued share capital of SIA European Lingerie Group, but has an option to acquire the remaining 30% that it intends to exercise prior to completion of its acquisition by Rockpool. In 2023 European Lingerie Group AB had a turnover of not less than €53m (circa £44m) and adjusted EBITDA of not less than €2.1m (circa £1.7m) (provisional figures subject to final audit). The Group is currently undertaking a programme of asset disposals, sale and lease back transactions, debt reduction and debt refinancing at the same time as pursuing efficiency improvements and other initiatives which are targeted at improving EBITDA further in 2025 and beyond. The intention is for the Company and European Lingerie Group AB to raise funds in a combination of a pre-initial transaction fundraising (the "Pre-RTO Fundraising") by the Target and a placing of new ordinary Rockpool at Readmission ("the Placing"), with the net proceeds being used to provide additional working capital for the Group and to fund certain new business initiatives and, potentially, an acquisition. The Heads provide that completion of the Acquisition will be subject to a number of matters, including the negotiation of a formal sale and purchase agreement ("the SPA"), the satisfactory conclusion of due diligence, and Readmission. The consideration for the Acquisition, if it is concluded, ("the Price") will be settled by the issue of new ordinary shares of Rockpool, valuing each ordinary share at 10p per share (compared with a mid-market price of 2.85p at close on Tuesday 17th December 2024). The Price will be agreed by Rockpool and the sellers in light of the valuation at which the Company's brokers anticipate being able to procure investors to subscribe for new ordinary shares in the Placing as well as the price at which the Target raises funds in the Pre-RTO Fundraising. In lieu of the five-year options to acquire 10% of the post-readmission fully diluted Ordinary Share capital of Rockpool that were proposed in Rockpool's original prospectus, the parties to the Heads have agreed that Rockpool's founders ("the Founders") will receive between them four-year options over, in aggregate, 4% of the fully diluted share capital of Rockpool as it is immediately following Readmission. The exercise price will be 11p per share. Each of the Founders will also receive a cash bonus of £35,000 on Readmission. The Heads provide that one of the Founders may remain on the Board for up to 18 months, should they wish to do so. As mentioned above, as well as being subject to contract, the Acquisition is subject to certain conditions, including obtaining of a whitewash under Rule 9 of the Takeover Code, there being no adverse change or deterioration in the business, assets, financial or trading position or prospects of European Lingerie Group or its subsidiaries between the date of the Heads and completion which is in the reasonable opinion of the Rockpool Board material. Rockpool will be required to give certain warranties in the SPA relating to, amongst other things, its assets and liabilities and its shareholdings. The costs of the Acquisition and Readmission will be met by ELG with Rockpool's cash being used initially to meet those, and ELG making payments towards those costs as follows: (a) a contribution of £20,000 per calendar month from 1st March 2025 onwards; and (b) if it is successful in its planned Pre-RTO Fundraising or in the disposal of assets as part of the programme outlined above, a contribution of at least 2.5% of the amounts raised (in the case of the assets disposals, net of associated debt repayment) in additional monthly instalments. ELG has also agreed to indemnify Rockpool in relation to its costs and wasted overhead should the transaction not proceed to completion for certain reasons. Any amount payable pursuant to that indemnity will carry interest from the date that the relevant expense was incurred by Rockpool and will be paid in four equal monthly instalments with the first instalment being due 30 days after Rockpool presents its calculation of the amount due. The Heads contain an exclusivity obligation on the part of the parties thereto other than Rockpool for a period ("the Exclusivity Period") ending on 30 June 2025 or, if later, such date as either (i) Rockpool or (ii) the target or the sellers communicate to the other their decision not to pursue the Acquisition and Readmission. Rockpool has undertaken that during the Exclusivity Period neither Rockpool nor its Directors will carry out a restricted action within the meaning of Rule 21.1 of the UK's Takeover Code without the prior written consent of the Target (other than any action that is contemplated by the Heads) and such consent may not to be unreasonably withheld or delayed. Rockpool may terminate negotiations in relation to the Proposed Transactions at any time if the parties other than Rockpool are in breach of the Heads or Rockpool has received any alternative offer to conduct an initial transaction without incurring any liability to the Sellers or the Target in relation to such termination. Mike Irvine, co-founder and Non-Executive Director of Rockpool, said: "I am delighted that we are able to announce the potential acquisition of European Lingerie Group that is intended to see Rockpool transform from a SPAC into a profitable trading enterprise. European Lingerie Group's long track record and growth plans make the Acquisition a transaction that should create value for its shareholders as well as those of Rockpool. It is particularly pleasing that the Group already has a connection with Northern Ireland through its relationship with Lycra." Indrek Rahumaa, the CEO of European Lingerie Group AB, commented: "After thorough analysis and a review of several capital markets and a significant number of shells, European Lingerie Group is delighted to have entered into heads of terms with Rockpool. ELG AB is committed to the transaction and the associated capital raises for a number of reasons, including that a listing by way of a reverse into Rockpool should enable ELG AB to use its shares as an acquisition currency and there are currently several attractive opportunities being considered." "Also, being able to make partial payment in Rockpool shares will enable an alignment of the interests of the selling shareholders and founders of these targets with our own. The pre-RTO Fundraising and the Placing are aimed at bringing the capital for ELG to execute planned celebrity brand launches as well as improve its existing distribution model. ELG has tremendous expertise in creating and selling world class lingerie. Those management capabilities when combined with new capital, will enable us to execute a highly competitive strategy." Alistair Williamson, Vice President, EMEA & South Asia at The LYCRA Company said, "European Lingerie Group is a valued long-term customer of The LYCRA Company and our Maydown manufacturing site located in Londonderry, Northern Ireland. We are excited about the opportunity to build an even closer relationship as European Lingerie Group joins forces with Rockpool." - Ends - Notes to Editors - Photography. High or Low resolution model / product photographs are available on the attached JPG or from Abchurch. These come in the form of thumbnails with OneDrive links through which to download at high-resolution. For further information please contact: Rockpool Acquisitions Plc mike@cordovancapital Mike Irvine, Non-Executive Director www.rockpoolacquisit Abchurch: Financial PR and Investor Relations Tel: +44 (0)20 4594 4070 +44 (0) 7771 663 886 Julian Bosdet julian.bosdet@abchur www.abchurch-group.c European Lingerie Group, AB indrek@lauma.com Indrek Rahumaa, CEO www.elg-corporate.co |
Posted at 11/12/2024 13:05 by hedgehog 100 Solarno,There have been numerous aborted RTOs to the London stock market this decade, but I can't recall a single one apart from here where aborted RTO costs have been recovered from the target, though in many case the target appeared to be at fault. Look at CRES as just one of many examples:- 26/10/2023 08:07 UK Regulatory Citius Resources PLC Project Update LSE:CRES Citius Resources Plc 10/11/2023 10:00 UK Regulatory Citius Resources PLC Half-year Report LSE:CRES Citius Resources Plc " ... On 9 June 2022 the Company announced that it has entered into a binding Heads of Terms with regard to the possible acquisition of 100% of the share capital of AUC Mining (U) Limited ("AUC"). As part of the Heads of Terms, the Company loaned AUC GBP249,341. On 26 October 2023, the Company agreed to terminate the agreement with AUC for the acquisition of the Kamalenge project, and therefore, the loan was impaired to Nil. ..." And there have been two aborted RTOs here, neither of which were ROC's fault. The COVID-19 pandemic appeared to be a major factor in the first abortion; and with the second one, Amcomri appeared to have 'messed ROC about', for which they have had to pay compensation. |
Posted at 11/12/2024 12:18 by hedgehog 100 Well Solarno,They were sharp enough to have arranged repayment to them of most of their aborted RTO costs from Amcomri. Not many shells who suffer aborted RTOs (which is quite common), even when it's the fault of the target, seem to manage that. And not unlike ARA's directors, ROC's directors are very modestly paid, so have no real incentive to spin this out. The seven years since floatation partly explains why ROC is down at this low level, and both of ROC's aborted RTOs during that period have looked good. But they now want to accelerate things, which is why they have widened the scope of their targets beyond Northern Ireland, which was quite restrictive. And if they achieve even a third of ARA's £3M. RTO share, as with the Amcomri deal, that equates to 7.86p per ROC share. But it could be higher than that, especially considering the 'minimum £30 million market capitalisation on readmission' rule that now applies. Interestingly, Amcomri is now expected to IPO on AIM next week, with a c. £50M. market cap.:- "Amcomri gears up for December 19 IPO launch Alliance News5 December, 2024 | 3:00PM Alliance News) - Amcomri Group PLC on Thursday said it expects to be admitted to London's Alternative Investment Market on December 19. Key details of the London-based engineering services firm's listing have not yet been disclosed, including its anticipated market capitalisation on admission, the issue price of its shares and the level of capital it is trying to raise. Rumours of Amcomri's estimated GBP50 million flotation started circulating back in July, when the company was reported to be in talks with financial advisor and broker Cavendish Capital Markets Ltd. ..." |
Posted at 09/12/2024 17:06 by hedgehog 100 Some great news today from ARA, a comparable shell to ROC:-09/12/2024 08:00 RNS Regulatory News Aura Renewable Acquisitions PLC Proposed Initial Transaction LSE:ARA Aura Renewable Acquisitions Plc "Proposed Initial Transaction - acquisition of Zero Carbon Technologies Limited Aura Renewable Acquisitions Plc, a UK-based company, whose objective is to invest in the global renewable energy sector supply chain and thereby build shareholder value, is pleased to announce that as of 6 December 2024, it has entered into heads of terms (the "Heads of Terms") with Zero Carbon Technologies Limited ("ZCT"), a UK incorporated company with planned battery recycling operations in Europe ... Valuation: ZCT's pre-money valuation is required to be a minimum of £30 Million. The pre-money value of ARA will be calculated as 10% of the pre-money value of the merged group, excluding the proceeds of the proposed Capital Raise and the Target Financing, such that ARA shareholders will hold 10.0% on an undiluted basis of the shares in ARA immediately after completion of the Proposed Acquisition, excluding those issued to investors under the proposed Target Financing and Capital Raise. ..." So a £3M. valuation for current ARA shares, with 10,500,000 shares currently in issue, equates to a valuation of 28.57p per ARA share. Compared to a current ARA share price (suspended) of 4.25p, market cap. £446,250. I.e. an increase 'on paper' of over 6.7 times: over 570%! This shows the sort of multibagger gains that could be very possible with ROC, from its current depressed share price of just 2.25p, market cap. £286K. |
Posted at 29/12/2023 09:12 by hedgehog 100 29/12/2023 09:00 UK Regulatory (RNS & others) Rockpool Acquisitions PLC Interim Report for period to 30th September 2023 LSE:ROC Rockpool Acquisitions Plc"Interim Report for the period ended 30 September 2023 Rockpool Acquisitions Plc (AIM: ROC), the S pecial Purpose Acquisition Company ("SPAC") formed to undertake the acquisition of a company or business headquartered or materially based in Northern Ireland, announces its unaudited Interim Results for the six months ended 30 September 2023. Overview -- The Company's shares remained suspended following the announcement on 15 November 2022 of the signing by the Company of heads of terms to acquire the Amcomri Group Limited ("the Amcomri Group" or "Amcomri"), which is the holding company of a fast-growing, acquisitive group of companies in the engineering and manufacturing sectors. -- The Board had been hopeful that readmission would take place during the period under review, but the target group has made a number of acquisitions and they, combined with the time taken to undertake audits of the target group, caused delays to the production of the readmission prospectus and made that target unattainable. Readmission is now likely to be in the second half of 2024, but that is subject to reaching agreement on revised terms with the sellers of the Amcomri Group Limited. -- Reported loss of GBP( 347,999 ) for the six-month period arising from the costs of the Amcomri acquisition and preparing for the resulting readmission, and from administrative expenses and loan interest payable. Chairman's Statement Throughout the period under review, the Company's shares remained suspended following the announcement on 15 November 2022 of the signing by the Company of heads of terms to acquire the Amcomri Group Limited, which is the holding company of a fast-growing, acquisitive group of companies in the engineering and manufacturing sectors. The board had been initially hopefully that the acquisition and the readmission of the Company's shares would be achievable during the period under review, if not by the end of March 2023. Unfortunately, more time than anticipated was taken to undertake audits of the historical financial information of the target group and further additions to that group meant that the timetable was unattainable. After the end of the period under review Amcomri requested that the timetable be extended to the second half of 2024. The delays and the requested timetable extension mean that, without raising additional capital or receiving some form of support from the target company or its sellers, the Company is now likely to have difficulty in meeting the remaining costs anticipated to be incurred by it in relation to the acquisition of the target and readmission. Discussions are now under way about such support as well as revised terms for the acquisition. Those discussions also encompass the revised timetable, but it is unlikely that the acquisition will occur before the second half of 2024. Any such delay will, no doubt, be a source of frustration for some of our shareholders, as the Company's shares will remain suspended until that time, but the Board believes that the size and profitability of the target group will mean that the outcome for investors will be a positive one if the transaction can be completed. In the half year to 30 September 2023 the Company made a loss of GBP347,999 (loss in the six months ended 30 September 2022: GBP77,746). The increase in the loss is mainly attributable to the professional costs of undertaking financial and legal due diligence on the target group, preparing and negotiating agreements for the Amcomri acquisition, and preparing a prospectus and other documentation for the resulting readmission. The remainder of the losses are a result of maintaining the company's listing on the Main Market of the London Stock Exchange, audit and legal expenses not related to the Amcomri acquisition, administrative expenses and loan interest payable. Outlook As noted above, progress towards completing the acquisition of the Amcomri group and readmission has been slower than had been anticipated and this has resulted in a greater than expected drain on the Company's cash reserves. As noted above, it is unlikely that the Company will be able to complete these goals without either raising additional funds or receiving financial support from the sellers of the Amcomri Group. Alternatively, or additionally, the negotiation of new terms with some or all of the Company's professional advisers may be required, which may involve them postponing payment of fees and/or taking shares in the Company in lieu of cash payments for fees in the event that the transactions did not complete in certain circumstances . The Board would like to thank shareholders, advisers and others for their continued support and patience during the period under review . Richard Beresford Non-executive Chairman, 28 December 2023 ..." |
Posted at 04/12/2023 09:06 by hedgehog 100 01/12/2023 15:17 UK Regulatory (RNS & others) Rockpool Acquisitions PLC Expiry of Listing Rules Transitional Arrangements LSE:ROC Rockpool Acquisitions Plc"The minimum market capitalisation of a company seeking admission to the Official List pursuant to Listing Rule 2.2.7R was increased from GBP700,000 to GBP30 million with effect from 2 December 2021, subject to certain transitional provisions that disapplied that increase to certain companies in certain circumstances. Those companies include shell companies that had a listing immediately before 3 December 2021 and that make a complete submission for eligibility review for listing and a prospectus review by 4pm on 1 December 2023 (the "SPAC Provisions"). The Company would meet the criteria for the application of the SPAC Provisions and so could be admitted to listing with a market capitalisation of GBP700,000 or more following a Reverse Take Over ("RTO") if it made the appropriate submissions to the FCA by 4pm today in respect of that particular RTO. As announced on 15 November 2022, the Company is proposing to acquire the entire issued share capital of Amcomri Group Limited ("Amcomri") (the "Acquisition"). The Acquisition, if completed, will constitute an RTO under the Listing Rules. Therefore, at the Company's request a suspension of its listing pending either the issue of an announcement giving further details of the RTO, the publication of a Prospectus, or an announcement that the RTO is no longer in contemplation was granted on 15 November 2022. Since that time, the Company and Amcomri have been working together to prepare a prospectus, but it does not yet meet the "substantially complete" requirement for making the first submission to the FCA. As the Company will therefore not be making an application for prospectus review and eligibility review before the expiry of the SPAC Provisions, the minimum GBP30 million market capitalisation requirement will apply to any application for readmission whether following the Acquisition or any other RTO. Amcomri has made a number of further acquisitions since 15 November 2022 and the Board now expects that the market capitalisation of the Company on readmission following a successful completion of the Acquisition will exceed the minimum requirement of GBP30 million. The Company now expects the Acquisition to complete and an application for readmission to be made in the second half of 2024. The Company will make further announcements concerning the Acquisition and preparation of the prospectus at the appropriate time. For further information please contact: Rockpool Acquisitions Plc Mike Irvine, Non-Executive Director mike@cordovancapital www.rockpoolacquisit Abchurch (Financial PR) Julian Bosdet Tel: +44 (0)20 4594 4070 julian.bosdet@abchur - Ends - Notes: Rockpool Acquisitions Plc, is a special purpose acquisition company formed to undertake the acquisition of a company or business headquartered or materially based in Northern Ireland or alternative transactions with suitable targets, including those that may not have a direct connection with Northern Ireland . On 15 November 2022, it entered into heads of terms relating to the proposed acquisition of the entire issued and to be issued share capital of Amcomri Group Limited, the holding company of a fast-growing, acquisitive group of quality UK Engineering and Manufacturing businesses. The target group consists of SMEs acquired over the past five years in those industrial sectors and has a wealth of experience in optimising business performance. The Group primarily provides a range of specialist engineering and equipment services to the power, rail, petrochemical, process and production electronics industries in the UK and Ireland. Within these sectors it offers a range of services and equipment to allow asset owners to extend the operating life of key high value critical assets or associated infrastructure. More recently it has established a second focus area in specialist printing in which it owns a further two operating companies. - Ends -" |
Posted at 20/10/2023 15:51 by hedgehog 100 20/10/2023 08:43 UK Regulatory (RNS & others) Rockpool Acquisitions PLC Notice of AGM 17th November 2023 LSE:ROC Rockpool Acquisitions Plc"Notice of Annual General Meeting The 2023 annual general meeting ("Meeting") of Rockpool Acquisitions Plc will be held at The Merchant Room, Eagle Star House, 5-7 Upper Queen Street, Belfast, BT1 6FB on Friday 17 November 2023 at 10:00am. The following documents have been made available to shareholders today: a) Notice of Meeting; b) Shareholder Proxy Form; and c) A copy of the Company's annual report and accounts for the period ended 31 March 2023 ("2023 Annual Report & Accounts"), which were published on 31(st) July 2023. The Notice of Meeting and 2023 Annual Report & Accounts are also available on the Company's website: www.rockpoolacquisit In accordance with Listing Rule 9.6.1, copies of the above documents have been uploaded to the National Storage Mechanism (NSM) and will be available for viewing shortly at: hxxps://data.fca.org Ends - For further information please contact: Rockpool Acquisitions Plc Mike Irvine, Non-Executive Director mike@cordovancapital www.rockpoolacquisit Abchurch (Financial PR) Julian Bosdet Tel: +44 (0)20 4594 4070 julian.bosdet@abchur |
Posted at 16/11/2022 14:32 by hedgehog 100 15/11/2022 15:56 UKREG Rockpool Acquisitions PLC Potential Reverse Takeover & Suspension of Listing"Rockpool Acquisitions Plc, the Special Purpose Acquisition Company ("SPAC") formed to undertake the acquisition of a company or business headquartered or materially based in Northern Ireland or alternative transactions with suitable targets, including those that may not have a direct connection with Northern Ireland , has entered into heads of terms ("Heads") relating to the proposed acquisition (the "Acquisition") of the entire issued and to be issued share capital of Amcomri Group Limited ("Amcomri"), the holding company of a fast-growing, acquisitive group of quality UK Engineering and Manufacturing businesses. The group consists of nine SMEs acquired over the past five years in those industrial sectors, and has a wealth of experience in optimising business performance. The Group primarily provides a range of specialist engineering and equipment services to the power, rail, petrochemical, process and production electronics industries in the UK and Ireland. Within these sectors it offers a range of services and equipment to allow asset owners to extend the operating life of key high value critical assets or associated infrastructure. More recently it has established a second focus area in specialist printing in which it owns a further two operating companies, its most recent acquisition in this sector being Bex Design & Print Limited, a 35-year-old specialist screen and digital print business supplying into the electronics and other industries. The Heads provide that the transaction will be subject to a number of matters including the negotiation of a formal sale and purchase agreement. The consideration for the Acquisition if it is concluded ("the Price" ) will be GBP22,340,625 (based on the forecast pro-forma aggregate EBITDA for FY2022 of GBP5.401m, an agreed EV to EBITDA multiple of 6.84 and net debt of GBP14.6m) to be satisfied by the issue at completion fully paid to the Sellers of 284,284,523 new ordinary shares of Rockpool (Ordinary Shares), or (in order to maintain sufficient Ordinary Shares in public hands) by the issue at completion of a combination of Ordinary Shares and, either, nil-coupon convertible loan notes, or non-voting convertible shares, which on conversion into Ordinary Shares would together equal 284,284,523 Ordinary Shares. If all the consideration were to be paid in Ordinary Shares issued at completion then immediately following such issue the issued share capital of Rockpool would be held as follows: Name of Shareholder Shares % Amcomri Holdings Limited 229,374,978 77.23% Stephill Investments Limited 35,180,207 11.84% Other Target Shareholders 19,729,336 6.73% Rockpool Shareholders 12,725,003 4.28% The terms of the Acquisition value the existing issued share capital of Rockpool at GBP1m, or approximately GBP0.0786 per Ordinary Share. In accordance with the intention set out in the Company's prospectus published at the time it came to the market in July 2017, the founders of the Company, Neil Adair, Mike Irvine and Richard Beresford, will be granted 5 year options to acquire 10% of the post-admission fully diluted (including by the exercise of those options) Ordinary Share capital at a price of GBP0.15 per Ordinary Share, representing a 90% premium to the price at which the Amcomri acquisition values the Ordinary Shares. As mentioned above, as well as being subject to contract, the Acquisition is subject to certain conditions, including obtaining of a whitewash under Rule 9 of the Takeover Code, t here being no adverse change or deterioration in the business, assets, financial or trading position or prospects of Amcomri or its subsidiaries between the date of the Heads and completion which is in the reasonable opinion of the Rockpool Board, material and on due diligence. Under the Heads, Rockpool has agreed to indemnity Amcomri for up to GBP50,000 in relation to the costs of pursuing and negotiating the transaction should the transaction not complete in certain circumstances. Amcomri has also agreed to indemnify Rockpool in relation to its costs should the transaction not proceed to completion for certain reasons. The Acquisition, if completed, will constitute a Reverse Take Over ("RTO") under the Listing Rules. Therefore, the Company has requested a suspension of its listing pending either the issue of an announcement giving further details of the RTO, the publication of a Prospectus, or an announcement that the RTO is no longer in contemplation. The suspension will take effect immediately. Mike Irvine, co-founder and Non-Executive Director of Rockpool, said: "I am delighted that we are able to announce the potential acquisition of Amcomri which is intended to see Rockpool transform from a SPAC into a profitable trading enterprise. Amcomri's track record of successfully acquiring businesses and its wealth of experience in optimising business performance when combined with the opportunities for further acquisitions that a listing should provide, make the Acquisition a transaction that should create value for both the Rockpool and Amcomri shareholders."" |
Posted at 18/7/2022 12:52 by hedgehog 100 ROC has about £950K. cash, with extremely low cashburn.Current market cap. at 4p: £509K. The company's full year results are due by the end of July, and should update on its RTO progress. 01/04/2022 14:11 Alliance News IN BRIEF: Rockpool Acquisitions receives GBP1.2 million from void deal LSE:ROC Rockpool Acquisitions Plc 01/04/2022 13:38 UK Regulatory (RNS & others) Rockpool Acquisitions PLC Termination of Greenview Acquisition LSE:ROC Rockpool Acquisitions Plc "Termination of Greenview Gas Limited Option Agreement Further to the announcement dated 11 January 2022, in which the Company announced that it had decided not to proceed with the acquisition of Greenview Gas Limited ("Greenview"), an alternative party has been found who is willing to step into Rockpool's shoes to acquire Greenview and/or refinance the debt which the Company is owed by Greenview. The Board is pleased to announce that it has now terminated the option agreement pursuant to which its acquisition of Greenview would have been made (the "Termination"). The Company has received the sum of GBP1,200,000 from Greenview as a result of the arrangements in connection with the Termination. This sum settles all of Greenview's liabilities to the Company, and represents a small premium on the amount of the loan provided by the Company to Greenview and the accrued interest thereon. This sum will enable the Company to settle all its current obligations, and is anticipated to be enough to cover the transaction costs of making, in due course, an alternative acquisition (on the assumption that the consideration for such an alternative acquisition would consist wholly of new shares in the Company) and of the Company's subsequent readmission to the market, and leave it with funds for working capital. As the proposed reverse takeover of Greenview by the Company will no longer proceed, it is the Board's intention to apply to the FCA for the current suspension of the Company's shares to be lifted as soon as possible. If that application is successful, then trading in the ordinary shares would recommence and continue until the Company announces that it is pursuing a particular alternative reverse takeover transaction." 26/01/2022 07:00 UK Regulatory (RNS & others) Rockpool Acquisitions PLC Half-year Report to 30th September 2021 LSE:ROC Rockpool Acquisitions Plc " ... This means that, should the proposed Refinancing Transaction successfully complete on the timeline anticipated, and should Greenview Gas agree to the termination of the acquisition by Rockpool on the terms indicated, the Company would be able, by March of this year, to pursue an alternative acquisition with around GBP950,000 of cash at its disposal (having settled its outstanding obligations). ... In the half year to 30 September 2021 the Company made a loss of GBP13,004 (loss in the six months ended 30 September 2019 : GBP5,887). The loss is attributable mainly to the administrative expenses of the Company, together with interest payable on a loan and the costs associated with maintaining its Standard Listing on the London Stock Exchange, exceeded interest accruing during that period on the loan made to Greenview Gas. ..." |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions
Hot Features
Premium
