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ANNOUNCEMENT TO BE MADE BY
THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF
THE AIM RULES FOR COMPANIES ("AIM RULES")
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COMPANY NAME:
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TheWorks.co.uk plc
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COMPANY REGISTERED OFFICE ADDRESS AND
IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING
POSTCODES):
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Boldmere House
Faraday Avenue
Hams Hall Distribution
Park
Coleshill
Birmingham
England, B46 1AL
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COUNTRY OF INCORPORATION:
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United Kingdom (England and
Wales)
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COMPANY WEBSITE ADDRESS CONTAINING
ALL INFORMATION REQUIRED BY AIM RULE 26:
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https://corporate.theworks.co.uk/investors
On the Company's admission to AIM
("Admission"), the above website address will contain all
information required by AIM Rule 26.
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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:
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TheWorks.co.uk plc ("The Works" or
the "Company") is one of the UK's leading multi-channel value
retailers of books, arts and crafts, stationery, toys and games,
offering customers a differentiated proposition as a value
alternative to full price specialist retailers. The Company
operates a network of approximately 520 stores in the UK &
Ireland and an online store. The Company is currently listed on the
Premium segment of the Official List of the Financial Conduct
Authority and is admitted to trading on the Main Market for listed
securities of the London Stock Exchange. The Company was
incorporated in 2018. The Company's main country of operation is
the UK.
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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):
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62,500,000 ordinary shares of 1 pence
each ("Ordinary Shares").
As at the date of this Schedule One
announcement, there are no Ordinary Shares held in
treasury.
There are no restrictions as to the
transferability of the Ordinary Shares.
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CAPITAL TO BE RAISED ON ADMISSION
(AND/OR SECONDARY OFFERING) AND ANTICIPATED MARKET CAPITALISATION
ON ADMISSION:
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No capital is being raised in
connection with Admission.
Based on a share price of 26.05
pence per Ordinary Share as at close of business on the business
day immediately prior to the date of this Schedule One
announcement, the anticipated market capitalisation of the Company
on Admission would be £16.3 million.
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PERCENTAGE OF AIM SECURITIES
NOT IN PUBLIC HANDS AT
ADMISSION:
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The anticipated proportion of
Ordinary Shares not in public hands on Admission is approximately
39.9%.
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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:
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No application to any other Exchange
or Trading Platform will be made.
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THE COMPANY HAS APPLIED FOR THE
VOLUNTARY CARBON MARKET DESIGNATION
(Y/N)
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No
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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):
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Carolyn Jane Bradley ("Carolyn") (Chair and
Independent Non-Executive Director)
Catherine Janet Glickman
("Catherine") (Independent Non-Executive Director)
Harry Michael Charles Morley
("Harry") (Senior Independent Non-Executive
Director)
Gavin Lee Peck ("Gavin") (Chief
Executive Officer)
Rosalind Nansi Fordham
("Rosie") (Chief Financial Officer)
John Howard Goold ("John") (Non-Executive
Director)
Mark Adrian Kirkland ("Mark") (Non-Executive
Director)
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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):
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So far as the Company is aware, the
significant shareholders of the Company as at 3 April 2024 and
their respective interests in the Company's share capital both
prior to and on Admission are:
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Name
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Number of Ordinary Shares
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Percentage of Issued Share Capital Before and After
Admission
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Schroder Investment
Management
Hudson Management Limited
Mr Graeme
Coulthard
Hargreaves Lansdown
Kelso Group Holdings plc
Interactive Investor
Downing LLP
ADM Investor Services
International
Mrs Joanne
Barraclough
Killik Asset Management
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12,414,853
6,461,000
4,150,000
3,842,132
3,745,000
3,328,946
2,800,000
2,365,000
1,905,582
1,813,606
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19.86%
10.33%
6.64%
6.15%
5.99%
5.33%
4.48%
3.78%
3.05%
2.90%
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NAMES OF ALL PERSONS TO BE DISCLOSED
IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM
RULES:
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taxpartner Limited
Evelyn Partners LLP
Kelso Group Holdings plc
PricewaterhouseCoopers LLP
Ernst & Young LLP
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(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:
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(i) 30
April
(ii) Not Applicable
- Existing issuer transferring to AIM from the Official
List
(iii)
5 November 2024 (Annual results for the 53 weeks ended 5 May
2024)
27 January 2025 (Interim results for the 26 weeks ended 3 November
2024)
27 October 2025 (Annual results for the 52 weeks ended 4 May
2025)
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EXPECTED ADMISSION DATE:
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3 May
2024
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NAME AND ADDRESS OF NOMINATED
ADVISER:
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Singer Capital Markets Advisory
LLP
One, Bartholomew Lane
London
England, EC2N 2AX
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NAME AND ADDRESS OF
BROKER:
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Singer Capital Markets Securities
Limited
One, Bartholomew Lane
London
England, EC2N 2AX
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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:
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Not Applicable - Applicant is a
quoted applicant.
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THE CORPORATE GOVERNANCE CODE THE
APPLICANT HAS DECIDED TO APPLY
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Quoted Companies Alliance Corporate
Governance Code
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DATE OF NOTIFICATION:
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4 April 2024
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NEW/ UPDATE:
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New
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QUOTED APPLICANTS MUST ALSO COMPLETE THE
FOLLOWING:
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THE NAME OF THE AIM
DESIGNATED MARKET UPON WHICH THE APPLICANT'S SECURITIES HAVE
BEEN TRADED:
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Premium listing segment of the
Official List, trading on the London Stock Exchange's Main Market
for listed securities.
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THE DATE FROM WHICH THE APPLICANT'S
SECURITIES HAVE BEEN SO TRADED:
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19 July 2018
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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:
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The Company confirms, following due
and careful enquiry, that it has adhered to all legal and
regulatory requirements applicable to companies whose securities
are admitted to listing on the Financial Conduct Authority's
Official List and to trading on the London Stock Exchange's Main
Market for listed securities.
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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:
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https://corporate.theworks.co.uk/investors
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DETAILS OF THE APPLICANT'S STRATEGY
FOLLOWING ADMISSION INCLUDING, IN THE CASE OF AN INVESTING COMPANY,
DETAILS OF ITS INVESTING STRATEGY:
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The Company's purpose is to inspire
reading, learning, creativity and play - making lives more
fulfilled, with an ambition to become one of the most loved
retailers in the UK. The Company's better, not just bigger
strategy focuses on four strategic pillars:
1. Develop the brand and increase customer engagement -
Through the brand and customer offer the Company wants to reach
more customers and improve the external view of The
Works.
2. Enhance the online proposition - Increase awareness of
the Company's website and make it an inspiring destination for
customers by improving the customer journey and making it easy to
use, inspiring and engaging.
3. Optimise the Company's store estate - Aim to create a
store environment that can inspire customers and reflects the
communities they serve.
4. Drive operational improvements - Aspire to improve ways
of working to become a better and more modern retailer and operate
efficiently and in a cost-effective way.
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A DESCRIPTION OF ANY SIGNIFICANT
CHANGE IN FINANCIAL OR TRADING POSITION OF THE APPLICANT, WHICH HAS
OCCURRED SINCE THE END OF THE LAST FINANCIAL PERIOD FOR WHICH
AUDITED STATEMENTS HAVE BEEN PUBLISHED:
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Save as disclosed in: (i) the
interim results for the financial period ended 29 October 2023
issued on 18 January 2024 (ii) the Delisting and Notice of General
Meeting announcement issued on 19
March 2024 (iii) the Company's Delisting and
Notice of General Meeting circular issued on 19 March 2024 and (iv) this Schedule
One Announcement, there has been no significant change in the
financial or trading position of the Company since 30 April 2023,
being the end of the last financial period for which audited
financial statements have been published.
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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:
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The Directors have no reason to
believe that the working capital available to the Company or the
Group will be insufficient for at least 12 months from the date of
its admission to AIM.
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DETAILS OF ANY LOCK-IN ARRANGEMENTS
PURSUANT TO RULE 7 OF THE AIM RULES:
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Not Applicable.
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A BRIEF DESCRIPTION OF THE
ARRANGEMENTS FOR SETTLING THE APPLICANT'S SECURITIES:
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Settlement will continue to be
through the Euroclear System for dealings in ordinary shares held
in uncertificated form. Ordinary shares can also be dealt with in
certificated form.
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A WEBSITE ADDRESS DETAILING THE
RIGHTS ATTACHING TO THE APPLICANT'S SECURITIES:
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https://corporate.theworks.co.uk/investors
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INFORMATION EQUIVALENT TO THAT
REQUIRED FOR AN ADMISSION DOCUMENT WHICH IS NOT CURRENTLY
PUBLIC:
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Information is contained within the
Appendix to this Schedule One announcement, available on the
Company's website at https://corporate.theworks.co.uk/investors.
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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:
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https://corporate.theworks.co.uk/investors/results-reports-and-presentations/
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THE NUMBER OF EACH CLASS OF
SECURITIES HELD IN TREASURY:
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As at the date of this Schedule One
announcement, there are no ordinary shares held in
treasury.
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