Result of Fundraising

Released : 17/03/17 18:17

RNS Number : 8732Z
Duke Royalty Limited
17 March 2017
 

 

Duke Royalty Limited

("Duke Royalty" or the "Company")

 

Result of the Fundraising and Posting of Admission Document

 

Further to the announcement released by the Company dated 16 March 2017 (the "Fundraising Announcement"), the Company is pleased to announce that it has successfully raised £15 million before expenses and will, accordingly, apply for its shares to be re-admitted to AIM with admission expected to take place at 08.00 on or around 23 March 2017. The Company will publish an AIM admission document on Monday 20 March 2017.

DEFINITIONS

 

Other than where defined, capitalised terms used in this announcement have the meanings given to them in the Fundraising Announcement.

 

Result of Fundraising

Pursuant to the Fundraising Announcement, the Company is pleased to announce that a total of 37,500,000 New Shares have been successfully placed or subscribed for in the Company at a price of 40 pence per share, with new and existing institutional investors, as well as certain Directors. Pursuant to the Fundraising, the Company has raised gross proceeds of £15 million (net proceeds £13.8 million after expenses).

Cantor Fitzgerald and Mirabaud acted as joint bookrunners in connection with the Placing. Grant Thornton acted as nominated adviser to the Company.

Total Voting Rights

Pursuant to the Fundraising, application will be made for the re-admission of the Company's Ordinary Shares to trading on AIM ("Admission"). Subject to the Placing Agreement not having been terminated in accordance with its terms, it is anticipated that Admission will occur at 8.00 a.m. on 23 March 2017. The New Shares will be credited as fully paid and rank pari passu with the existing Ordinary Shares.

Following Admission, the Company will have a total of 45,377,459 Ordinary Shares in issue.  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 Disclosure and Transparency Rules.

Directors and PDMR shareholdings

The following Directors and PDMRs participated in the Fundraising as follows:

Name

No. of Existing Ordinary Shares

No. of New Shares

Total holding

Percentage of enlarged issued share capital

Nigel Birrell

400,000

125,000

525,000

1.16

Neil Johnson (1)

910,000

750,000

1,660,000

3.66

Charles Cannon-Brookes (2)

453,517

2,312,365

2,765,882

6.10

James Ryan

400,000

250,000

650,000

1.43

Justin Cochrane

315,000

375,000

690,000

1.52

 

(1)  Of these, 500,000 are legally owned by Abingdon Capital Corporation ("Abingdon"). Mr Johnson is Abingdon's sole voting shareholder.

(2)  Of this holding, prior to the Fundraising 295,000 Ordinary Shares are legally owned by Arlington Group Asset Management Limited ("Arlington") and Arlington has subscribed for 1,062,365 New Shares, representing £424,946, in the Fundraising.  Mr Cannon-Brookes is the investment director of Arlington and holds 40 per cent. of the voting shares of Arlington. Mr Cannon-Brookes has subscribed in his own name for 1,250,000 New Shares, representing £500,000, in the Fundraising.

The notifications below, made in accordance with the requirements of the Market Abuse Regulation, provide further details.

Related Party Transactions

The participation in the Fundraising by the Directors and their associates, set out in the above table, is deemed to be a related party transaction pursuant to the AIM Rules.

In addition, Arlington and Abingdon, both service providers to the Company have agreed a reduction in their service fees from the date of Admission until the board decides that the Company's financial position justifies the payment of a higher or the full administration fee. Abingdon has agreed a reduction in respect of its service fee pursuant to its service agreement with the Company of 30 per cent. such that the reduced fee is £196,000 per annum. Arlington has agreed a reduction in respect of its service fee pursuant to its service agreement with the Company of 75 per cent. such that the reduced fee is £24,000 per annum (together the "Service Agreement Amendments"). The Service Agreement Amendments are deemed to be related party transactions pursuant to the AIM Rules.

The Director independent of the participation in the Fundraising by certain Directors and their associates, Mark Le Tissier, considers having consulted with the Company's nominated adviser, Grant Thornton, that the terms of the Directors' and their associates participation in the Fundraising are fair and reasonable insofar as the Company's Shareholders are concerned.

The Directors independent of the Service Agreement Amendments, being Mark Le Tissier, Nigel Birrell and James Ryan, consider having consulted with the Company's nominated adviser, Grant Thornton, that the terms of the Service Agreement Amendments are fair and reasonable insofar as the Company's Shareholders are concerned.

Publication of Admission Document

Duke will later today make available to Shareholders an Admission Document relating to the re-admission of the entire issued share capital to trading on AIM. The Admission Document will be available on the Company's website www.dukeroyalty.com.

For further information, please contact:

 

Duke Royalty Limited

Neil Johnson / Charlie Cannon-Brookes


+44 (0) 1481 741 240





Grant Thornton UK LLP (Nominated Adviser)

Colin Aaronson / Samantha Harrison / Jamie Barklem/ Carolyn Sansom


+44 (0) 20 7383 5100



Cantor Fitzgerald Europe (Joint Broker)

Marc Milmo / Catherine Leftley / Callum Butterfield


+44 (0) 207 894 7000



Mirabaud Securities LLP (Joint Broker)

Peter Krens / Edward Haig-Thomas


+44 (0) 20 3167 7222

 

 

Prior to publication, certain information contained within this Announcement was deemed to constitute s inside information for the purposes of Article 7 of EU Regulation 596/2014 ("MAR").   In addition, certain market soundings (as defined in MAR) were taken in respect of the Fundraising  with the result that certain persons became aware of inside information (as defined in MAR), as permitted by MAR. Due to the publication of this Announcement, those persons that received inside information in a market sounding are no longer in possession of such inside information relating to the Company and its securities.

 

About Duke Royalty

Headquartered in Guernsey, Duke Royalty Limited provides alternative financing solutions to a diversified range of businesses in Europe and abroad. Duke Royalty's experienced team and exclusive partnership provide financing solutions to private companies that are in need of capital but whose owners wish to maintain equity control of their business.  Duke Royalty's royalty investments are intended to provide robust, stable, long term returns to its shareholders.

Duke Royalty is listed on the AIM market under the ticker DUKE. For more information, visit dukeroyalty.com.

1

 

Details of the person discharging managerial responsibilities / person closely associated

 

a)

 

Name

 

 

Nigel Birrell

 

2

 

Reason for the notification

 

a)

 

Position/status

 

 

Non-Executive Chairman

b)

 

Initial notification /Amendment

 

 

Initial

3

 

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

 

Name

 

 

Duke Royalty Limited

 

b)

 

LEI

 

 

213800GUTKPSJ39SER44

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

 

 

a)

 

Description of the financial instrument, type of instrument

Ordinary Shares of NPV

 

 

 

GG00BYZSSY63



Identification code




b)

 

Nature of the transaction

 

 

Purchase of Placing Shares pursuant to the Fundraising

c)

 

Price(s) and volume(s)







Price(s)

Volume(s)




40p

125,000







d)

 

Aggregated information




- Aggregated volume




- Price




e)

 

Date of the transaction

 

 

17 March 2017

f)

 

Place of the transaction

 

 

London Stock Exchange

 

1

 

Details of the person discharging managerial responsibilities / person closely associated

 

a)

 

Name

 

 

Neil Johnson

 

2

 

Reason for the notification

 

a)

 

Position/status

 

 

Chief Executive Officer

b)

 

Initial notification /Amendment

 

 

Initial

3

 

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

 

Name

 

 

Duke Royalty Limited

 

b)

 

LEI

 

 

213800GUTKPSJ39SER44

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

 

 

a)

 

Description of the financial instrument, type of instrument

Ordinary Shares

 

 

 

GG00BYZSSY63



Identification code




b)

 

Nature of the transaction

 

 

Purchase of Placing Shares pursuant to the Fundraising

c)

 

Price(s) and volume(s)







Price(s)

Volume(s)




40p

750,000







d)

 

Aggregated information




- Aggregated volume




- Price




e)

 

Date of the transaction

 

 

17 March 2017

f)

 

Place of the transaction

 

 

London Stock Exchange

 

1

 

Details of the person discharging managerial responsibilities / person closely associated

 

a)

 

Name

 

 

Charles Cannon-Brookes

 

2

 

Reason for the notification

 

a)

 

Position/status

 

 

Executive Director

b)

 

Initial notification /Amendment

 

 

Initial

3

 

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

 

Name

 

 

Duke Royalty Limited

 

b)

 

LEI

 

 

213800GUTKPSJ39SER44

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

 

 

a)

 

Description of the financial instrument, type of instrument

Ordinary Shares

 

 

 

GG00BYZSSY63



Identification code




b)

 

Nature of the transaction

 

 

Purchase of Placing Shares pursuant to the Fundraising

c)

 

Price(s) and volume(s)







Price(s)

Volume(s)




40p

1,250,000







d)

 

Aggregated information




- Aggregated volume




- Price




e)

 

Date of the transaction

 

 

17 March 2017

f)

 

Place of the transaction

 

 

London Stock Exchange

 

1

 

Details of the person discharging managerial responsibilities / person closely associated

 

a)

 

Name

 

 

James Ryan

 

2

 

Reason for the notification

 

a)

 

Position/status

 

 

Non-Executive Chairman

b)

 

Initial notification /Amendment

 

 

Initial

3

 

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

 

Name

 

 

Duke Royalty Limited

 

b)

 

LEI

 

 

213800GUTKPSJ39SER44

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

 

 

a)

 

Description of the financial instrument, type of instrument

Ordinary Shares

 

 

 

GG00BYZSSY63



Identification code




b)

 

Nature of the transaction

 

 

Purchase of Placing Shares pursuant to the Fundraising

c)

 

Price(s) and volume(s)







Price(s)

Volume(s)




40p

250,000







d)

 

Aggregated information




- Aggregated volume




- Price




e)

 

Date of the transaction

 

 

17 March 2017

f)

 

Place of the transaction

 

 

London Stock Exchange

 

1

 

Details of the person discharging managerial responsibilities / person closely associated

 

a)

 

Name

 

 

Justin Cochrane

2

 

Reason for the notification

 

a)

 

Position/status

 

 

Executive Vice President of Corporate Development of Abingdon Capital Corporation

b)

 

Initial notification /Amendment

 

 

Initial

3

 

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

 

a)

 

Name

 

 

Duke Royalty Limited

 

b)

 

LEI

 

 

213800GUTKPSJ39SER44

4

 

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

 

 

a)

 

Description of the financial instrument, type of instrument

Ordinary Shares

 

 

 

GG00BYZSSY63



Identification code




b)

 

Nature of the transaction

 

 

Purchase of Placing Shares pursuant to the Fundraising

c)

 

Price(s) and volume(s)







Price(s)

Volume(s)




40p

375,000







d)

 

Aggregated information




- Aggregated volume




- Price




e)

 

Date of the transaction

 

 

17 March 2017

f)

 

Place of the transaction

 

 

London Stock Exchange

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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