Hawkwing PLC Potential Acquisition and Suspension of Listing (8877E)
12 Julio 2021 - 1:50AM
UK Regulatory
TIDMHNG
RNS Number : 8877E
Hawkwing PLC
12 July 2021
THIS ANNOUNCEMENT, INCLUDING THE INFORMATION CONTAINED IN IT, IS
RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO OR FROM THE
UNITED STATES, AUSTRALIA, CANADA, JAPAN, OR THE REPUBLIC OF SOUTH
AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION, RELEASE
OR DISTRIBUTION WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF REGULATION (EU) 596/2014, WHICH IS PART OF DOMESTIC
UK LAW PURSUANT TO THE MARKET ABUSE (AMENDMENT) (EU EXIT)
REGULATIONS 2019 (SI 2019/310) ("UK MAR"). UPON THE PUBLICATION OF
THIS ANNOUNCEMENT, THIS INSIDE INFORMATION (AS DEFINED IN UK MAR)
IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
12 July 2021
Hawkwing plc
("Hawkwing" or the "Company")
Potential Acquisition and Suspension of Listing
Hawkwing plc (LSE: HNG) is pleased to announce that it has
entered into non-legally binding heads of terms for the acquisition
of Internet Fusion Group Limited ("Internet Fusion Group") (the
"Proposed Acquisition").
Key highlights
-- Internet Fusion Group is an ecommerce aggregator using its
technology platform to change the economics of speciality
e-retail
-- The Proposed Acquisition and an associated proposed private
fundraise by Hawkwing, details of which will be announced in due
course, will help to fund and accelerate Internet Fusion Group's
advanced acquisition pipeline of niche e-retailers
-- Internet Fusion Group is run by a highly-experienced
executive team of lifelong digital retailers, including digital
retail expert John Browett (previously CEO of Dunelm Group, Dixons
Retail and Tesco.com) (Executive Chairman) and Joe Murray (Chief
Executive Officer)
Following completion of the Proposed Acquisition, it is intended
that the enlarged group will be Chaired by John Browett and the
Chief Executive Officer will be Joe Murray.
About Internet Fusion Group
Internet Fusion Group is an ecommerce aggregator using its
technology platform to change the economics of speciality e-retail.
It brings together specialised retail businesses and brands onto
its own proprietary end-to-end digital platform, 'Reactor'. Reactor
enables specialised retail businesses to unlock efficiencies of
scale while preserving a differentiated and authentic customer
experience.
Internet Fusion Group already owns and profitably operates nine
speciality retail businesses and has a deep understanding of the
dynamics of niche brands. The company has a strong track record of
acquiring niche e-retailers at attractive multiples and
transforming their profitability through the Reactor platform.
Internet Fusion Group is also at the early stages of offering the
Reactor platform as a service to supplier brands looking to scale
their Direct to Consumer offer - giving them low-cost access to all
the benefits of a bespoke seamless online retail business engine,
and the agile warehousing and delivery systems required to support
it.
Keith Sadler, Senior Independent Non-Executive Director of
Hawkwing, commented: "Internet Fusion Group is a well-established
business with a proven track record of owning and profitably
operating multiple speciality e-retailers. The company has a
seasoned team behind them with extensive industry experience and
exciting growth plans. The potential acquisition of Internet Fusion
Group fits in the sweet spot of our strategy to target businesses
that are profitable and cash generative and can create value for
our shareholders."
John Browett, currently Executive Chairman of the Management
Board of Internet Fusion Group, said: "This proposed transaction
allows Internet Fusion Group to accelerate its near-term
acquisition pipeline of profitable specialty retailers. Speciality
retailers play a really important role in the retail landscape,
allowing tribes of people with the same passions to browse for high
quality products amongst like-minded people and buy from
like-minded brands. By o perating independently, niche retailers
can struggle to meet their growth potential. Through our ' Reactor
' platform, we bring together speciality businesses so we can
unlock the advantages of scale while preserving the experience of
niche. I'm hugely excited for the long-term growth ahead of us, and
am delighted that this proposed transaction will provide
significant near-term momentum for our business. "
Suspension of shares
Hawkwing is a cash shell with its ordinary shares admitted to
listing on the standard segment of the Official List of the
Financial Conduct Authority ("FCA") and to trading on the main
market for listed securities of London Stock Exchange plc (the
"London Stock Exchange") ("Standard Listing"), and the Proposed
Acquisition is deemed to be a reverse takeover under the listing
rules of the FCA. Where a reverse takeover is contemplated but has
not yet been completed, the FCA will normally suspend a company's
listing pending the publication of a prospectus prepared in
accordance with the prospectus regulation rules of the FCA and
approved by the FCA, or an announcement that the Proposed
Acquisition is not proceeding. Accordingly, the Company has
requested from the FCA a suspension of its Standard Listing with
effect from 7.30 a.m. on 12 July 2021.
The Company will update shareholders as to progress made in
relation to the Proposed Acquisition as and when appropriate. As no
binding agreement on mutually acceptable terms has yet been reached
between the parties, Hawkwing cannot guarantee nor provide any
certainty that the Proposed Acquisition will be completed.
For the purposes of UK MAR, the person responsible for arranging
for the release of this announcement on behalf of Hawkwing is Keith
Sadler, Senior Independent Non-Executive Director.
- Ends -
Enquiries:
Hawkwing plc
Keith Sadler, Senior Independent Non-Executive
Director +44 20 7618 9100
Luther Pendragon (Hawkwing plc)
Harry Chathli, Alexis Gore +44 20 7618 9100
Brunswick Group (Internet Fusion Group Limited) +44 20 7404 5959
Rosie Oddy, Lana Serebryana
About Hawkwing plc
For more information, please refer to the Company's website:
www.hawkwing.co
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July 12, 2021 02:50 ET (06:50 GMT)
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