Safe Harbour Holdings PLC Safe Harbour successfully lists on AIM (7684H)

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RNS Number : 7684H

Safe Harbour Holdings PLC

15 March 2018

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

SAFE HARBOUR HOLDINGS PLC

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SAFE HARBOUR SUCCESSFULLY LISTS ON AIM;

STRATEGY TO ACQUIRE MARKET LEADING B2B

DISTRIBUTORS AND/OR BUSINESS SERVICES ASSETS

(London: 15 March 2018) - Safe Harbour Holdings plc ("Safe Harbour" or the "Company"), a company established with the objective of creating a global leader in B2B distribution and/or business services, is pleased to announce its admission to trading on the AIM market of the London Stock Exchange at 8:00 a.m. GMT today ("Admission"). The Company's ordinary shares will trade under the ticker SHH-GB and ISIN JE00BF03FZ36.

The Company has successfully raised GBP22.7 million before expenses through the placing of 18,916,665 ordinary shares at a price of 120p per ordinary share (the "Placing Price"). This is in addition to the GBP10 million already raised from funds managed by Marwyn Asset Management Limited ("MAML") at 120p per ordinary share. On Admission, the Company will have 27,250,001 ordinary shares of no par value in issue, and a market capitalisation of approximately GBP32.7 million at the Placing Price.

Safe Harbour intends to acquire a platform business with an enterprise value in the region of GBP250 million to GBP1.5 billion with a market-leading position in the UK, North America or Europe. The initial acquisition is intended to provide a platform for the creation of significant shareholder value through a well-executed buy-and-build strategy.

The listing will demonstrate the Company's credible funding support to potential target vendors, with net proceeds used to provide working capital prior to the platform acquisition, in part to carry out due diligence on potential acquisition targets. In addition to the founding investment made by funds managed by MAML, Safe Harbour has received backing from major institutional investors, with additional capital expected to be raised at the time of the Company's platform acquisition.

Rodrigo Mascarenhas, Safe Harbour's Chief Executive Officer, has 17 years of international business experience, having most recently spent 10 years successfully delivering international growth acquisitions for the FTSE-100 international distributor and outsourcer, Bunzl plc. Rodrigo will be supported by Avril Palmer-Baunack (Non-Executive Chairman) and the founders of the Marwyn Group ("Marwyn")(1), James Corsellis and Mark Brangstrup Watts (both Executive Directors). The Company intends to appoint an independent non-executive director to the Board shortly following Admission, and a finance director to the Board at or around the time of the platform acquisition.

Rodrigo Mascarenhas, Chief Executive Officer, commented: "I am delighted to be publicly launching Safe Harbour today, a key milestone towards our goal of creating a global market leader in B2B distribution and business services. We believe there are a compelling number of attractive assets meeting our investment criteria which would represent a strong platform for further acquisitive growth and, ultimately, the generation of long-term compounding equity returns for our shareholders."

Cenkos Securities plc acted as Nominated Adviser, Joint Broker and Joint Bookrunner to the placing. Macquarie Capital (Europe) Limited and Numis Securities Limited acted as Joint Brokers and Joint Bookrunners.

For further information visit www.safeharbourplc.com, where copies of the Admission Document are also available, subject to certain access restrictions.

Enquiries:

Cenkos Securities plc (Nominated Adviser, Joint Broker and Joint Bookrunner)

Tel: [phone]

Elizabeth Bowman

Jeremy Osler

Harry Hargreaves

Numis Securities Limited (Joint Broker and Joint Bookrunner)

Tel: [phone]

Jamie Lillywhite

Nick Westlake

Will Baunton

Macquarie Capital (Europe) Limited (Joint Broker and Joint Bookrunner)

Tel: [phone]

Ben Bailey

Alex Reynolds

Nick Stamp

Tulchan Communications LLP (Financial PR)

Tel: [phone]

Andrew Grant

Tom Murray

Matt Low

Additional Information

Track Record of the Directors:

Rodrigo Mascarenhas

Rodrigo has 17 years of international business experience during which time he has implemented international expansion and consolidation strategies, in addition to integration and turn-around strategies across multiple territories.

Rodrigo joined Safe Harbour from his role as Business Area Head and Managing Director for LATAM (Latin America, Spain & Israel), of Bunzl plc ("Bunzl"), the FTSE-100 UK distribution conglomerate. During Rodrigo's tenure at Bunzl he was responsible for both the M&A and operational strategy of his division, successfully buying and integrating over 30 acquisitions, delivering double-digit revenue growth.

Rodrigo began his career in 1999 as a co-founder of Americanas.com, one of the first e-commerce start-ups in Latin America and today listed as B2W Inc. in Brazil, which was initially backed by its parent company Lojas Americanas, the leading Brazilian retail chain.

In 2002, Rodrigo moved to Goodyear to become the Truck Business Director for Spain and Portugal. Based in Madrid, he completed the turnaround of the division, successfully merging the Goodyear and Dunlop Brands. His success granted him the role of General Manager in Central Eastern Europe, in 2004, based in the Czech Republic.

Avril Palmer-Baunack

Avril Palmer-Baunack joins the Board as Non-Executive Chairman with over 20 years of executive experience with leading businesses in the automotive, support services, industrial engineering and insurance services sectors. Through a number of high profile industry roles, Avril has acquired significant experience in acquisitive growth strategies and a track record of delivering shareholder value in a public environment.

Avril is currently Executive Chairman of BCA Marketplace plc ("BCA"), Europe's leading B2B car auction and vehicle buying service operator. Since April 2015, under Avril's management, BCA has successfully executed an ambitious growth plan based on substantial organic and inorganic growth with five acquisitions completed to date. Between April 2015 and April 2017, BCA achieved a revenue CAGR of 45 per cent. and an EBITDA CAGR of 25 per cent.

Avril is also currently Non-Executive Chairman of Redde plc ("Redde") (previously Helphire Group plc), a UK-based, market leading accident management company, a position she has held since September 2011.

Avril has held a broad range of executive roles in other sectors, with experience in companies engaged in vehicle salvage, car hire, auctions, transportation, distribution, logistics, vehicle processing and infrastructure. Avril was previously Executive Chairman and Deputy Chief Executive Officer of Stobart Group plc, one of the largest British multimodal logistics companies with interests in transport, distribution and infrastructure. Prior to this, Avril was Chief Executive Officer of Autologic Holdings plc, the largest finished vehicle logistics company in the UK and Europe. She joined Autologic from Universal Salvage plc, where she held the position of Chief Executive Officer from March 2005 until the sale of the company to Copart UK Ltd in June 2007 achieving a share price increase of almost two and a half times.

James Corsellis

James Corsellis founded Marwyn(1), the asset management and corporate finance group, in 2002 with Mark Brangstrup Watts. James is joint Managing Partner of Marwyn Capital LLP, an FCA regulated provider of corporate finance advice, and MAML, a regulated, Jersey-based provider of asset management services. James is also a trustee of the Marwyn Trust, a charity focused on initiatives supporting education and entrepreneurship for young people in disadvantaged communities.

Marwyn(1) has launched 16 companies(2) across a variety of sectors with James providing support to these companies, using his experience of working on the boards of several Official List and AIM quoted companies, including as Chairman of Entertainment One Limited and as a director of BCA Marketplace plc, Breedon Aggregates Limited, Concateno plc and Catalina Holdings Limited; as well as his operating experience as the chief executive officer and founder of technology business, iCollector plc and CM Interactive.

Mark Brangstrup Watts

Mark Brangstrup Watts founded Marwyn(1), the asset management and corporate finance group, in 2002 with James Corsellis. Mark is joint Managing Partner of Marwyn Capital LLP, an FCA regulated provider of corporate finance advice, and MAML, a regulated, Jersey-based provider of asset management services. Mark is also a trustee of the Marwyn Trust, a charity focused on initiatives supporting education and entrepreneurship for young people in disadvantaged communities.

Marwyn(1) has launched 16 companies(2) across a variety of sectors with Mark providing support to these companies, using his experience of working on the boards of several Official List and AIM quoted companies, including Entertainment One Limited, BCA Marketplace plc, Zegona Communications plc, Advanced Computer Software plc, Inspicio plc and Talarius plc. Mark has also provided strategic consultancy services to some of the world's leading companies including Ford, Toyota, Shell and Barclays.

1 Marwyn Group defined as Marwyn Investment Management LLP and entities owned or controlled by it, or under common ownership or control with it.

2 Excluding those launched through Marwyn Value Investors LP Class B1 redeemed in November 2014.

IMPORTANT INFORMATION

This announcement has been prepared by, and is the sole responsibility of, the Directors of the Company.

This announcement is for information purposes only and does not constitute a prospectus or admission document in connection with an offering of securities of the Company, nor does it form part of, any offer or invitation to issue, or any solicitation of any offer to subscribe for or buy, any securities in the Company in any jurisdiction nor shall it, or any part of it, or the fact of its distribution, form the basis of, or be relied on in connection with or act as any inducement to enter into, any contract therefor.

Cenkos Securities plc ("Cenkos"), Numis Securities Limited ("Numis"), and Macquarie Capital (Europe) Limited ("Macquarie") are each authorised and regulated by the Financial Conduct Authority, are acting only for the Company in connection with the matters described in this announcement and are not acting for or advising any other person, or treating any other person as their client, in relation thereto and will not be responsible for providing the regulatory protection afforded to clients of either Cenkos, Numis, or Macquarie or advice to any other person in relation to the matters contained herein.

None of Cenkos, Numis, Macquarie, or any of their directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of, the information in this announcement (or whether any information has been omitted from the announcement) or any information relating to the Company, whether written, oral, or in a visual or electronic form, and howsoever transmitted or made available or any loss howsoever arising from any use of this announcement or its contents or otherwise in connection with it.

This announcement may not be published, distributed or transmitted by any means or media, directly or indirectly, in whole or in part, in or into the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States. Securities may not be offered or sold in the United States absent (i) registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"); or (ii) an available exemption from registration under the Securities Act. The securities mentioned herein have not been, and will not be, registered under the Securities Act and will not be offered to the public in the United States. This announcement is being published by the Company in connection with an offering to investors in "offshore transactions" only, pursuant to Regulation S promulgated under the Securities Act. The Company has not been, and will not be, registered under the US Investment Company Act of 1940, as amended.

Neither this announcement nor any copy of it may be taken or transmitted into or distributed in Australia, Canada, Japan, the Republic of South Africa or to or for the account or benefit of any national, resident or citizen of Australia, Canada, Japan, the Republic of South Africa or any person located in the United States. Any failure to comply with these restrictions may constitute a violation of the securities laws or the laws of any such jurisdiction. The distribution of this announcement in other jurisdictions may be restricted by law and the persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions.

This announcement may include "forward-looking statements". All statements other than statements of historical facts included in this announcement, including, without limitation, those regarding the Company's investment strategy, plans and objectives and target returns are forward-looking statements. Forward-looking statements are subject to risks and uncertainties and accordingly the Company's actual future financial results and operational performance may differ materially from the results and performance expressed in, or implied by, the statements. These factors include but are not limited to those described in the admission document. These forward-looking statements speak only as at the date of this announcement. The Company, Cenkos, Numis and Macquarie expressly disclaim any obligation or undertaking to update or revise any forward-looking statements contained herein to reflect actual results or any change in the assumptions, conditions or circumstances on which any such statements are based unless required to do so by the Financial Services and Markets Act 2000, the AIM Rules for Companies or any other applicable laws, regulations or rules.

Neither the content of the Company's website, nor the content on any website accessible from hyperlinks on its website for any other website, is incorporated into, or forms part of, this announcement nor, unless previously published by means of a recognised information service, should any such content be relied upon in reaching a decision as to whether or not to acquire, continue to hold, or dispose of, securities in the Company.

-- Ends --

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March 15, 2018 04:00 ET (08:00 GMT)