THIS
ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND
IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES,
AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER
JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION
WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICES AT THE END OF
THIS ANNOUNCEMENT.
Science
in Sport plc
(the
"Company" or the "Group")
Result of
the Retail Offer
Science in Sport plc (AIM: SIS), the
premium performance nutrition company serving elite athletes,
sports enthusiasts, and the active lifestyle community, is pleased
to confirm that, further to the announcement made on 4
July 2024 in relation to the Placing ("Launch Announcement") and the
announcement made on 4 July 2024 in relation to the Retail Offer,
it has raised aggregate gross proceeds of £0.5 million pursuant to
the oversubscribed Retail Offer (the Placing together with the
Retail Offer being referred to in this announcement as the
"Capital Raising").
Accordingly, the Company will issue a total of 2,941,176 new Ordinary Shares at the Issue Price
pursuant to the Retail Offer ("Retail Offer Shares").
In total, the Capital Raising has conditionally
raised gross proceeds of approximately £8.5 million for the Company.
Admission and
total voting rights
Applications have been made for the Placing
Shares and the Retail Offer Shares to be admitted to trading on
AIM, a market of that name operated by London Stock Exchange plc
("AIM") ("Admission"). Admission is expected to
become effective on or around 8.00 a.m. on 25 July 2024.
Upon Admission, the Company's issued ordinary
share capital will consist of 232,272,606 Ordinary Shares with one voting right
each. The Company does not hold any Ordinary Shares in treasury.
Therefore, from Admission the total number of Ordinary Shares and
voting rights in the Company will be 232,272,606. With effect from Admission, this
figure may be used by Shareholders as the denominator for the
calculations by which they will determine if they are required to
notify their interest in, or a change to their interest in, the
Company under the Financial Conduct Authority's ("FCA") Disclosure Guidance and
Transparency Rules.
The new Ordinary Shares to be issued pursuant
to the Retail Offer will be issued free of all liens, charges and
encumbrances and will, on Admission, rank pari passu in all respects with the
new Ordinary Shares to be issued pursuant to the Placing and the
Company's existing Ordinary Shares.
Terms used but not defined in this announcement
have the same meaning as set out in the Launch
Announcement.
Commenting,
Daniel Wright, Executive Chairman of Science in Sport,
said: "The widespread support from our
retail shareholder base in this Retail Offer underscores the deep
loyalty of so many consumers to Science in Sport's world-leading
brands."
For
further information:
Science in Sport plc
|
T: 020 7400 3700
|
Daniel
Wright, Executive Chairman
Daniel Lampard, Chief Operating
Officer
Christopher Welsh, Chief Financial
Officer
|
|
|
|
Panmure Liberum
Limited (Nominated Adviser,
Broker and Sole Bookrunner)
|
T: 020 3100 2000
|
Richard Lindley
John More
Anake Singh
|
|
Winterflood Retail Access Platform
|
WRAP@winterflood.com
|
Joe Winkley, Sophia
Bechev
|
|
The Company's LEI is
213800FWYWBJFJPPJ981.
This announcement should be read in its
entirety. In particular, the information in the "Important Notices"
section of the announcement should be read and
understood.
Important
Notices
The content of this announcement has been
prepared by, and is the sole responsibility of, the
Company.
This announcement and the information contained
herein is not for release, publication or distribution, directly or
indirectly, in whole or in part, in or into or from the United
States (including its territories and possessions, any state of the
United States and the District of Columbia (the "United States" or "US")), Australia, Canada, New Zealand,
Japan, the Republic of South Africa, any member state of the EEA or
any other jurisdiction where to do so might constitute a violation
of the relevant laws or regulations of such
jurisdiction.
The Retail Offer Shares have not been and will
not be registered under the US Securities Act of 1933, as amended
(the "US Securities Act")
or under the applicable state securities laws of the United States
and may not be offered or sold directly or indirectly in or into
the United States. No public offering of the Retail Offer Shares is
being made in the United States. The Retail Offer Shares are being
offered and sold outside the United States in "offshore transactions", as defined in,
and in compliance with, Regulation S under the US Securities Act
("Regulation S") to non-US
persons (within the meaning of Regulation S). In addition, the
Company has not been, and will not be, registered under the US
Investment Company Act of 1940, as amended.
This announcement does not constitute an offer
to sell or issue or a solicitation of an offer to buy or subscribe
for Retail Offer Shares in the United States, Australia, Canada,
New Zealand, Japan, the Republic of South Africa, any member state
of the EEA or any other jurisdiction in which such offer or
solicitation is or may be unlawful. No public offer of the
securities referred to herein is being made in any such
jurisdiction.
The distribution of this announcement may be
restricted by law in certain jurisdictions and persons into whose
possession any document or other information referred to herein
comes should inform themselves about and observe any such
restriction. Any failure to comply with these restrictions may
constitute a violation of the securities laws of any such
jurisdiction.
WRAP is a proprietary technology platform owned
and operated by Winterflood Securities Ltd ("Winterflood") whose registered address
at Riverbank House, 2 Swan Lane, London EC4R 3GA; FRN 141455).
Winterflood is authorised and regulated in the United Kingdom by
the FCA, is acting exclusively for the Company and for no-one else
and will not regard any other person (whether or not a recipient of
this announcement) as its client in relation to the Retail Offer
and will not be responsible to anyone other than the Company for
providing the protections afforded to its clients, nor for
providing advice in connection with the Retail Offer, Admission and
the other arrangements referred to in this announcement.
The information in this announcement is for
background purposes only and does not purport to be full or
complete. None of Winterflood or any of its affiliates, accepts any
responsibility or liability whatsoever for, or makes any
representation or warranty, express or implied, as to this
announcement, including the truth, accuracy or completeness of the
information in this announcement (or whether any information has
been omitted from the announcement) or any other information
relating to the Company or associated companies, whether written,
oral or in a visual or electronic form, and howsoever transmitted
or made available or for any loss howsoever arising from any use of
the announcement or its contents or otherwise arising in connection
therewith. Winterflood and its affiliates, accordingly disclaim all
and any liability whether arising in tort, contract or otherwise
which they might otherwise be found to have in respect of this
announcement or its contents or otherwise arising in connection
therewith.
Any indication in this announcement of the
price at which the Ordinary Shares have been bought or sold in the
past cannot be relied upon as a guide to future performance.
Persons needing advice should consult an independent financial
adviser. 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 target dividend per share of
the Company for the current or future financial years would
necessarily match or exceed the historical published earnings or
dividends per share of the Company.
Neither the content of the Company's website
(or any other website) nor the content of any website accessible
from hyperlinks on the Company's website (or any other website) is
incorporated into or forms part of this announcement.
Panmure Liberum Limited ("Panmure Liberum"), which is authorised
and regulated by the FCA in the United Kingdom, is acting as
Nominated Adviser and sole bookrunner to the Company in connection
with the Placing. Panmure Liberum has not authorised the contents
of, or any part of, this announcement, and no liability whatsoever
is accepted by Panmure Liberum for the accuracy of any information
or opinions contained in this announcement or for the omission of
any material information. 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 Panmure
Liberum or by any of its affiliates or agents 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 therefor
is expressly disclaimed. The responsibilities of Panmure Liberum as
the Company's Nominated Adviser under the AIM Rules for Companies
and the AIM Rules for Nominated Advisers are owed solely to London
Stock Exchange plc and are not owed to the Company or to any
director or shareholder of the Company or any other person, in
respect of its decision to acquire shares in the capital of the
Company in reliance on any part of this announcement, or
otherwise.