| 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: |
| Lincat Group plc |
| COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) : |
| Whisby Road, Lincoln, LN6 3QZ |
| COUNTRY OF INCORPORATION: |
| England and Wales |
| COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26: |
| www.lincatgroup.co.uk |
| COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING STRATEGY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED: |
| Manufacturer of commercial catering appliances, bar equipment and domestic range cookers, primarily for the UK and European markets. |
| 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): |
| 5,275,062 ordinary shares of 10 pence each |
| CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION: |
| No capital to be raised on admission; £32 million anticipated market capitalisation |
| PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION: |
| 33.38% |
| 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: |
| NONE |
| 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): |
James Martin Ralphs Craddock – Executive Chairman Paul Bernard Bouscarle – Chief Executive Terence Edwin Storey – Finance Director Michael Stephen Mitchell – Director Charles Richard Foster Kemp – Non-executive Director Alan Geoffrey Schroeder – Senior Independent 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): |
Before admission:
| Shareholder |
Current holding |
% of issued share capital of the Company |
| Martin Craddock |
1,143,009 |
21.67 |
| Mrs J Craddock |
754,865 |
14.31 |
| Paul Bouscarle |
480,735 |
9.11 |
| F&C Asset Management plc |
393,631 |
7.46 |
| Mr PR & Mrs DM Bouscarle |
176,970 |
3.35 |
| Bank of New York Nominees Ltd |
169,170 |
3.21 |
| Mr JR & Mrs DI Hill |
161,808 |
3.07 |
After admission:
| Shareholder |
Current holding |
% of issued share capital of the Company |
| Martin Craddock |
1,143,009 |
21.67 |
| Mrs J Craddock |
754,865 |
14.31 |
| Paul Bouscarle |
480,735 |
9.11 |
| F&C Asset Management plc |
393,631 |
7.46 |
| Mr PR & Mrs DM Bouscarle |
176,970 |
3.35 |
| Bank of New York Nominees Ltd |
169,170 |
3.21 |
| Mr JR & Mrs DI Hill |
161,808 |
3.07 |
|
| 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 (iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19: |
(i) 31 December (ii) N/A – quoted applicant (iii) 30 September 2007; 30 June 2008; 30 September 2008 |
| EXPECTED ADMISSION DATE: |
| 20 August 2007 |
| NAME AND ADDRESS OF NOMINATED ADVISER: |
| Evolution Securities Limited, Kings House,1 King Street, Leeds LS1 2HH |
| NAME AND ADDRESS OF BROKER: |
| Evolution Securities Limited, Kings House,1 King Street, Leeds LS1 2HH |
| 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: |
| N/A – quoted applicant |
| DATE OF NOTIFICATION: |
| 17 August 2007 |
| NEW/ UPDATE: |
| UPDATE |
| QUOTED APPLICANTS MUST ALSO COMPLETE THE FOLLOWING: |
|
| THE NAME OF THE AIM DESIGNATED MARKET UPON WHICH THE APPLICANT’S SECURITIES HAVE BEEN TRADED: |
| The Official List of the UK Listing Authority |
| THE DATE FROM WHICH THE APPLICANT’S SECURITIES HAVE BEEN SO TRADED: |
| 12 December 1994 |
| 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: |
| CONFIRMED |
| 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: |
| Lincat Group plc, Whisby Road, Lincoln, LN6 3QZ |
| DETAILS OF THE APPLICANT’S STRATEGY FOLLOWING ADMISSION INCLUDING, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING STRATEGY: |
Lincat Group plc’s businesses are all based in the UK and sell predominantly into the UK and European foodservice industries, the key long-term market growth driver of which is the propensity of consumers to eat and drink out of the home as a result of increasing disposable income and tourism. Lincat Group plc intends to retain its UK and European focus and to exploit the numerous organic growth opportunities available to it given this key driver of long-term market growth. Other areas of strategic focus include innovative product development, effective sourcing and efficient manufacturing.
Acquisitions will be considered where they enhance core strategy but will not be an objective in themselves. |
| 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: |
There have been no significant changes in the financial or trading position of the Group that have occurred since 31 December 2006, being the date to which its most recent unaudited interim financial statements were drawn up, other than as set out below:
The improvement in IMC’s results as a result of the lower cost base following the completion of its move to its Wrexham site in December 2006. IMC’s gross margin increased from 45.5 per cent in the six months to 31 December 2006 to 56.5 per cent in the period from January 2007 to May 2007.
The stainless steel price paid by the Group, which is typically fixed for 12 months, increased on 1 January 2007 by a weighted average of 25 per cent. In addition, monthly stainless steel surcharges continue to increase as a result of high nickel prices. |
| 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: |
The Company is of the opinion that the working capital available to the Group following the Tender Offer and the proposed repurchase of Ordinary Shares by the Company, pursuant to the Repurchase Agreement, taking into account its bank and other facilities, is sufficient for its present requirements, that is, for at least 12 months from the date of this document.
The Company is of this opinion based on the assumption that the authority to purchase Ordinary Shares sought in Resolution 2 contained in the Notice of EGM announced on 27 June 2007 will be used in full at the Tender Price. |
| DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE AIM RULES: |
| N/A |
| A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE APPLICANT’S SECURITIES: |
| CREST and certificated form |
| A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT’S SECURITIES: |
| www.lincatgroup.co.uk |