Schedule 1 - Duke Royalty Limited

Released : 01/02/17 11:00

RNS Number : 7408V
AIM
01 February 2017
 

 

 

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")


COMPANY NAME:

 

Duke Royalty Limited (the "Company" or "Duke")

 

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

 

4th Floor, West Wing

St Peter Port

Guernsey

GY1 2JA

 

COUNTRY OF INCORPORATION:

 

Guernsey

 

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

 

www.dukeroyalty.com/

 

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:

 

Duke was incorporated as Praetorian Resources Limited in 2012 and established as a natural resource investment vehicle.  On 16 June 2015, Shareholders resolved to amend the Company's investing policy to invest in a diversified portfolio of royalty finance and related opportunities and to change its name to Duke Royalty Limited.  On 29 March 2016, the Company announced the sale of the last of its natural resource investments and is now seeking re-admission to AIM as a Rule 8 investing company to enable it to implement its investing policy, which is detailed below:

 

To build a stable and reliable income for Shareholders by seeking to invest in, without limitation and restrictions (including geographic restrictions):

 

(i) long-term, revenue-based royalties in private and/or public companies; and/or

(ii) other alternative asset classes and/or financing instruments from time to time that bear similar risk and return characteristics to the investments in paragraph (i).

 

 

The Company has built a near-term pipeline of potential Royalty Financing transactions

amounting to approximately £75 million. Duke will provide financing to Royalty Partners in one or more instalments in return for monthly royalty payments.

 

 

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):

 

Number of Ordinary Shares of no par value to be admitted: TBC

 

The shares are freely transferable and have no restrictions placed on them.

 

CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

 

Capital raised on admission: TBC

 

Market capitalisation on admission: TBC

 

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

 

Percentage of AIM securities not in public hands at admission: TBC

 

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:

 

The Company is not listed on any other exchange.

 

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):

 

Nigel Norman Birrell (Non-Executive Chairman)

Neil Allan Johnson (Chief Executive Officer)

Charles (Charlie) Cannon-Brookes (Executive Director)

James (Jim) Alan Ryan (Non-Executive Director)

Mark Wilson Le Tissier (Non-Executive Director)

 

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):

 

Shareholder Name

Percentage Holding before Admission

Percentage Holding after Admission

Neil Johnson (1)

11.55%

TBC

Artemis Investment Management plc

5.78%

TBC

Charlie Cannon-Brookes (2)

5.76%

TBC

Jim Ryan

5.08%

TBC

Nigel Birrell

5.08%

TBC

Richard Lockwood (3)

4.87%

TBC

Justin Cochrane

4.00%

TBC

APAC Resources Limited

3.31%

TBC

Malcolm Burne

3.30%

TBC

Ravenscroft Ltd

3.17%

TBC

 

(1) Of this percentage holding, 6.35 per cent. before Admission and [TBC] per cent. after Admission is legally owned by Abingdon Capital Corporation. Neil Johnson is Abingdon's sole voting shareholder.

(2) Of this percentage holding, 3.74 per cent. before Admission and [TBC] per cent. after Admission is legally owned by Arlington Group Asset Management Limited ("Arlington").  Charlie Cannon-Brookes is the investment director of Arlington and holds 40 per cent. of the voting shares of Arlington.

(3) Richard Lockwood is a director of Arlington and holds 20 per cent. of the voting shares of Arlington.

 

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

 

N/A

 

(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:

 

(i)    31 March

(ii)   No historical financial information is being included in the AIM admission document.  The date of the last notified accounts of the Company was 30 September 2016

(iii)  audited results for the year to 31 March 2017 by 30 September 2017;

       unaudited interim results for the six months to 30 September 2017 by 31 December 2017;

       audited results for the year to 31 March 2018 by 30 September 2018

 

EXPECTED ADMISSION DATE:

 

Mid February 2017

 

NAME AND ADDRESS OF NOMINATED ADVISER:

 

Grant Thornton UK LLP

30 Finsbury Square

London

EC2P 2YU

 

NAME AND ADDRESS OF BROKER:

 

Cantor Fitzgerald Europe

One Churchill Place

London

E14 5RB

 

Mirabaud Securities LLP

33 Grosvenor Place

London

SW1X 7HY

 

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:

 

The Admission Document, containing full details about Duke Royalty Limited and the admission of its issued share capital to trading on AIM, will be available during normal business hours on any weekday (excluding Saturdays, Sundays and public holidays) at the registered office of McCarthy Tétrault, 26th Floor, 125 Old Broad Street, London, EC2N 1AR and the registered office of the Company until at least one month after Admission.

 

Copies of the Admission Document will also be available on the Company's website at www.dukeroyalty.com following Admission.

 

DATE OF NOTIFICATION:

1 February 2017

 

NEW/ UPDATE:

 

NEW

 

 


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