Charlton Athletic - Issue of Equity
23 Junho 2000 - 4:16AM
UK Regulatory
RNS Number:7341M
Charlton Athletic PLC
23 June 2000
Not for release, publication or distribution in or into the
United States of America, Canada, Australia or Japan.
Charlton Athletic plc ("Charlton" or "the Company")
Placing and Open Offer of up to 10,664,280 New Ordinary
Shares
of 50 pence each at 55 pence each.
The Board of Charlton Athletic plc, is pleased to announce,
today, a proposed Placing and Open Offer to raise up to
approximately #5,735,000 million (net of expenses) at 55
pence per share by Teather & Greenwood Limited on behalf of
the Company.
Richard Murray, Chairman of Charlton commented:
"The last two years have been amongst the most exciting and
successful in the history of the football club. Having won
the Nationwide League Division One Championship thereby
achieving promotion to the Premiership, it is the Board's
intention to use the proceeds of the Placing and Open Offer
to finance player acquisitions and their associated costs.
I am confident of our continued success."
Proposals connected with the Placing and Open Offer will be
put to shareholders at an EGM to be held on Monday 17 July
2000 and the prospectus and Application Form relating to
the Placing and Open Offer will be sent to Qualifying
Shareholders later today.
23 June 2000
For further information contact:
Charlton Athletic plc 020 8333 4000
Richard Murray Chairman
Charlton Athletic Football Club 020 8333 4000
Peter Varney Chief Executive
Nigel Capelin Finance Director
Teather & Greenwood Limited 020 7426 9073
Richard Thompson
Mark Taylor
The Executive Summary should be read in conjunction with
the detailed press release released today and the
prospectus referred to above.
PLACING AND OPEN OFFER
INTRODUCTION
The Board of Charlton announces today that the Company
proposes to raise up to approximately #5,735,000 (net of
expenses) by way of a Placing and Open Offer of up to
10,664,280 New Ordinary Shares of 50p each at 55 pence per
share.
Irrevocable undertakings to subscribe for entitlements in
respect of 5,003,996 New Ordinary Shares under the Open
Offer (representing 46.92 per cent of the New Ordinary
Shares) have been received from certain Directors and other
Shareholders. Irrevocable undertakings not to subscribe
for entitlements in respect of 2,377,064 New Ordinary
Shares under the Open Offer have been received from certain
other Directors and other Shareholders (representing 22.29
per cent of the New Ordinary Shares) such shares have been
placed firm with Directors and other investors. A further
798,975 New Ordinary Shares have been conditionally placed
with institutional and other investors, subject to the
rights of Qualifying Shareholders under the Open Offer
being made on behalf of the Company by Teather & Greenwood
Limited.
BACKGROUND TO THE PLACING AND OPEN OFFER
The last two years have been amongst the most exciting and
successful in the history of the football club. In 1998 the
team achieved promotion to the Premiership in dramatic
circumstances following a 7-6 win on penalties against
Sunderland in the First Division play-off final at Wembley.
The year in the Premiership ended in relegation, but that
one season in the top flight of English football made the
Club stronger both in terms of the playing squad and in the
supporter base. This provided the platform for Charlton to
mount a promotion challenge last season, which resulted in
Charlton winning the Nationwide League Championship. This
was the club's first Football League championship success
in 65 years.
Most home games last season were again played to capacity
home crowds at The Valley and the support given to the team
has been exceptional. The Club issued nearly 16,000 season
tickets and next season it is expected to rise to in excess
of 17,500. The average gate last season was 19,539 which
is 97.5% of ground capacity.
REASONS FOR THE ISSUE
The Board believes that it is vital that Alan Curbishley is
given the financial support necessary to acquire the
players considered appropriate to improve the current first
team squad. It is the intention of the Board that the net
proceeds from this Issue will be made available to finance
player acquisitions and their associated costs.
CURRENT TRADING AND FUTURE PROSPECTS
Since 30 June 1999, the reference date of the Company's
last audited accounts, the Club has completed a season
playing in the Nationwide League Division One. This year
the Group's turnover is estimated to have fallen by
approximately #4.5 million due mainly to a fall in
television and gate receipts. The Club's success in
achieving promotion to the Premiership will have a
beneficial effect upon the Group's trading for the
forthcoming year.
The new television deal recently awarded by the Premiership
for the three seasons 2001 to 2004 will provide significant
additional revenues for the clubs involved. The new three
year shirt sponsorship deal with Redbus, announced in March
of this year, is a record deal for the Club.
The Board looks forward to the future with confidence.
TERMS OF THE ISSUE
The Company is proposing to raise up to approximately
#5,735,000 (net of expenses) by way of an issue of up to
10,664,280 New Ordinary Shares at 55 pence per share. The
issue is being effected by means of a Placing and Open
Offer to Qualifying Shareholders.
Qualifying Shareholders may apply for any whole number of
ordinary shares under the Open Offer. Applications in
excess of Qualifying Shareholders' entitlements will be
satisfied only to the extent applications by other
Qualifying Shareholders are made for less than their basic
entitlements. Applications by Qualifying Shareholders will
be satisfied in full up to their pro-rata entitlements on
the basis of:
1 New Ordinary Share for every 4 Existing Ordinary Shares
held by them on the Record Date and so in proportion for
any other number of Existing Ordinary Shares then held,
rounded down to the nearest whole number of New Ordinary
Shares. Fractions of New Ordinary Shares will not be
allocated to Qualifying Shareholders under the Open Offer
but will be aggregated and taken up in the Placing and the
proceeds retained for the benefit of the Company.
The Firm Placed Shares will have been placed firm by
Teather & Greenwood with certain Directors and other
investors (the "Firm Placed Shares"). 798,975 New Ordinary
Shares to be issued pursuant to the Open Offer which are
not Firm Placed Shares have been conditionally placed with
investors by Teather & Greenwood Limited at the Placing and
Open Offer Price, subject to clawback to satisfy valid
applications under the Open Offer. The Open Offer has not
been fully underwritten.
The New Ordinary Shares, when issued and fully paid, will
rank pari passu in all respects with the Existing Ordinary
Shares.
The latest time and date for receipt from Qualifying
Shareholders of the completed Application Forms and payment
in full in respect of the Open Offer is 3.00 p.m. on 14
July 2000.
The Issue is conditional, inter alia, upon Admission, and
the Placing Agreement having become unconditional in all
respects except in respect of Admission and not having been
terminated in accordance with its terms prior to Admission.
TIMETABLE
A prospectus setting out the above proposals is being
posted to Qualifying Shareholders today, along with the
Application Form and a notice of the Extraordinary General
Meeting ("EGM"). It is expected that the New Ordinary
Shares to be issued pursuant to the Placing and Open Offer
will be admitted to trading on AIM on 19 July 2000 and
that, where relevant, CREST accounts will be credited on
the same day. Otherwise, definitive share certificates are
expected to be despatched by 2000.
The timetable for the Placing and Open Offer is as follows:
Record Date for the Open Offer Friday, 16 June 2000
Latest time and date for
splitting Application Forms (to
satisfy bona fide market 3.00 pm, 12 July 2000
claims)
Latest time and date for
receipt of Application Forms 3.00 pm, 14 July 2000
and payment in full
Latest time and date for
receipt of proxy forms for the 11.00 am, 15 July 2000
EGM
EGM 11.00 am, Monday, 17 July
2000
Expected commencement of
dealings in the New Ordinary Wednesday, 19 July 2000
Shares
CREST member accounts credited Wednesday, 19 July 2000
Definitive certificates for New
Ordinary Shares despatched Friday, 21 July 2000
Proposals connected with the Placing and Open Offer will be
put to Shareholders at an EGM to be held on Monday, 17 July
2000 and a prospectus and Application Form will be sent to
Shareholders later today.
The Application Form, which is personal to shareholder(s)
named thereon may not be assigned or transferred (except to
satisfy bona fide market claims) and represents a right to
subscribe for their entitlements to new ordinary shares.
The application form is not a negotiable document or a
document of title and cannot be traded.
23 June 2000
For further information
Charlton Athletic plc 020 8333 4000
Richard Murray Chairman
Charlton Athletic Football Club 020 8333 4000
Peter Varney Chief Executive
Nigel Capelin Finance Director
Teather & Greenwood Limited 020 7426 9073
Richard Thompson
Mark Taylor
Teather & Greenwood Limited, which is regulated by the
Securities and Futures Authority Limited is acting for
Charlton and no-one else in connection with the Placing and
Open Offer and accordingly will not be responsible to
anyone other than Charlton for providing the protections
afforded to customers of Teather & Greenwood Limited or for
giving advice in relation to the Placing and Open Offer.
END
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