TIDMVCAP
RNS Number : 7654C
Vector Capital PLC
23 June 2021
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23 June 2021
Vector Capital plc
("Vector Capital", the "Company" and with its subsidiaries the
"Group")
Placing to raise GBP1.5 million
Vector Capital plc (AIM: VCAP), a commercial lending group that
offers secured loans primarily to businesses located in the United
Kingdom, is pleased to announce that it has successfully completed
a placing of new ordinary shares in the Company, raising gross
proceeds of GBP1.5 million. These funds will be used to increase
the Group's lending power to meet demand for the Group's loans.
Highlights
-- Vector Capital has raised gross proceeds of GBP1.5 million
through a placing by the Company's sole broker, Allenby Capital
Limited ("Allenby Capital"), of 3,191,490 new ordinary shares of
0.5p each in the Company (the "Placing Shares") at an issue price
of 47 pence per Placing Share (the "Placing").
-- The Placing Shares will represent approximately 7.1 per cent.
of the enlarged issued share capital of the Company and have been
subscribed for by a combination of new investors and existing
shareholders.
-- The Placing Shares are being issued at a price of 47 pence
per Placing Share, representing a discount of approximately 7.84
per cent. to the closing mid-market share price of an existing
ordinary share on 22 June 2021, the business day prior to this
announcement.
-- The net proceeds of the Placing are expected to be used by
the Company to increase the Group's lending power to meet demand
for the Group's loans.
Agam Jain, Chief Executive of Vector Capital, said :
"With strong new and existing shareholder support for our proven
strategy, I am very pleased to announce a successful Placing to
increase our lending power. We are seeing continuing demand for our
loans, driven by a buoyant property market and our competitive
strengths through our broker relationships and the speed at which
we can approve loans. Vector Capital is a profitable business with
capacity to grow and this Placing positions us for further success
as we build towards a GBP100m loan book which we are confident of
reaching over the medium term. The year is progressing positively
in line with expectations and, with this in mind, I look forward to
providing updates on our progress as we execute our growth
strategy."
Background to and reasons for the Placing
The Company's shares were admitted to trading on AIM on 29
December 2020 and the Company raised gross proceeds of GBP3.1
million (net GBP2.6 million) at that time. The net proceeds have
been deployed into new lending and will provide the base for
drawing down further on the Group's debt facilities.
Current trading in 2021 has been in line with expectations and
the Company is now concentrating on loan book growth. In the first
three months of the year, the Company issued GBP4.2 million of new
loans.
The Company is seeing healthy demand for new loans and has
decided to undertake the Placing in order to meet that demand.
The net proceeds of the Placing are expected to total
approximately GBP1.39 million and the Directors intend to use these
funds to increase lending power and meet demand for the Company's
loans. The Group also has the option to drawdown amounts from the
facilities provided by the Company's two wholesale lenders,
Shawbrook Bank and Aldermore Bank to increase the loan book
further.
The Group has in place systems and employees to facilitate its
medium term growth targets and, as a result, it is not anticipated
that a significant portion of the Placing proceeds will be required
for overheads.
Details of the Placing
A total of 3,191,490 Placing Shares are to be issued at a price
of 47 pence per Share. The Placing has been conducted utilising the
Company's existing share authorities. Allenby Capital acted as the
Company's sole broker in connection with the Placing. The Placing
is conditional, inter alia, on admission of the Placing Shares to
trading on AIM ("Admission") becoming effective.
The Placing Shares will be credited as fully paid and will rank
equally in all respects with the Company's existing ordinary
shares. The Placing Shares will be eligible for all future
dividends and the Company expects to declare an interim dividend at
the time of announcement of the half-yearly results to June
2021.
The Placing Shares have been placed with certain existing and
new shareholders. The Directors value the Company's retail
shareholders, but due to the size of the Placing, the small
discount to the prevailing bid price of an Ordinary Share and the
cost of undertaking a retail offer, the Board determined that it
was not in the Company's interest to make the Placing available to
all investors. However, this will be kept under review should the
Company seek to raise further funds in the future.
Admission to trading and total voting rights
Application has been made to the London Stock Exchange for the
Placing Shares to be admitted to trading on AIM. It is expected
that Admission will become effective and that dealings in the
Placing Shares on AIM will commence on or around 28 June 2021.
On Admission, the Company's issued ordinary share capital will
consist of 45,244,385 ordinary shares of 0.5p each, with one vote
per share. The Company does not hold any ordinary shares in
treasury. Therefore, on Admission, the total number of ordinary
shares and voting rights in the Company will be 45,244,385. With
effect from Admission, this figure may be used by shareholders in
the Company 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 share capital of the Company
under the FCA's Disclosure Guidance and Transparency Rules.
Significant shareholders
Vector Holdings Limited, a company controlled by Agam Jain and
his family, currently holds 34,000,000 Ordinary Shares. As a result
of the issue of the Placing Shares and with effect from Admission,
this holding will represent 75.15% of the Company's enlarged share
capital. Vector Holdings Limited is not acquiring any shares
pursuant to the Placing.
Notice to Distributors
Solely for the purposes of the temporary product intervention
rules made under sections S137D and 138M of the Financial Services
and Markets Act 2000 and the FCA Product Intervention and Product
Governance Sourcebook (together, the "Product Governance
Requirements"), and disclaiming all and any liability, whether
arising in tort, contract or otherwise, which any "manufacturer"
(for the purposes of the Product Governance Requirements) may
otherwise have with respect thereto, the Placing Shares have been
subject to a product approval process, which has determined that
the Placing Shares are: (i) compatible with an end target market of
retail investors and investors who meet the criteria of
professional clients and eligible counterparties, as defined under
the FCA Conduct of Business Sourcebook COBS 3 Client
categorisation, and are eligible for distribution through all
distribution channels as are permitted by the FCA Product
Intervention and Product Governance Sourcebook (the "Target Market
Assessment").
Notwithstanding the Target Market Assessment, distributors
should note that: the price of the Placing Shares may decline and
investors could lose all or part of their investment; the Placing
offer no guaranteed income and no capital protection; and an
investment in the Placing is compatible only with investors who do
not need a guaranteed income or capital protection, who (either
alone or in conjunction with an appropriate financial or other
adviser) are capable of evaluating the merits and risks of such an
investment and who have sufficient resources to be able to bear any
losses that may result therefrom. The Target Market Assessment is
without prejudice to the requirements of any contractual, legal or
regulatory selling restrictions in relation to the Placing.
Furthermore, it is noted that, notwithstanding the Target Market
Assessment, Allenby Capital Limited will only procure investors who
meet the criteria of professional clients and eligible
counterparties. For the avoidance of doubt, the Target Market
Assessment does not constitute: (a) an assessment of suitability or
appropriateness for the purposes of the FCA Conduct of Business
Sourcebook COBS 9A and 10A respectively; or (b) a recommendation to
any investor or group of investors to invest in, or purchase, or
take any other action whatsoever with respect to the Placing
Shares.
Each distributor is responsible for undertaking its own target
market assessment in respect of the Placing Shares and determining
appropriate distribution channels.
Enquiries
Vector Capital plc c/o TB Cardew
Agam Jain
Allenby Capital Limited + 44 (0) 20 3328 5656
James Reeve / George Payne (Corporate www.allenbycapital.com
Finance)
Tony Quirke (Sales and Corporate
Broking)
TB Cardew + 44 (0)7775 848537
Shan Shan Willenbrock + 44 (0)20 7930 0777
Charlotte Anderson vector@tbcardew.com
About Vector Capital:
Vector Capital provides secured, business-to-business loans to
SMEs primarily based in England and Wales. Loans are typically
secured by a first legal charge against real estate. The Company's
customers typically borrow for general working capital purposes,
bridging ahead of refinancing, land development and property
acquisition. The loans provided by the Company are typically for
renewable 12-month terms with fixed interest rates.
Important Notices
This Announcement includes "forward-looking statements" which
includes all statements other than statements of historical fact,
including, without limitation, those regarding the Company's
financial position, business strategy, plans and objectives of
management for future operations, or any statements preceded by,
followed by or that include the words "targets", "believes",
"expects", "aims", "intends", "will", "may", "anticipates",
"would", "could" or similar expressions or negatives thereof. Such
forward-looking statements involve known and unknown risks,
uncertainties and other important factors beyond the Company's
control that could cause the actual results, performance or
achievements of the Group to be materially different from future
results, performance or achievements expressed or implied by such
forward-looking statements. Such forward-looking statements are
based on numerous assumptions regarding the Company's present and
future business strategies and the environment in which the Company
will operate in the future. These forward-looking statements speak
only as at the date of this Announcement. The Company expressly
disclaims any obligation or undertaking to disseminate any updates
or revisions to any forward-looking statements contained herein to
reflect any change in the Company's expectations with regard
thereto or any change in events, conditions or circumstances on
which any such statements are based unless required to do so by
applicable law or the AIM Rules for Companies.
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 per share of the Company for the
current or future financial years would necessarily match or exceed
the historical published earnings per share of the Company.
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END
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June 23, 2021 02:00 ET (06:00 GMT)
Vector Capital (LSE:VCAP)
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