4 October 2021
Fletcher King plc
("Fletcher King" or "the Company")
Further announcement regarding Conditional Placing of New Ordinary Shares and Conditional Director Dealing
Further to the announcement earlier today, the Board of Fletcher King PLC (AIM: FLK) is pleased to announce that it has now conditionally placed a total of 1,042,430 new ordinary shares of 10 pence each (the "Placing Shares") at a price of 52.5 pence per share to raise £547,276 before expenses (the "Placing").
The Placing is conditional upon regulatory approval being granted by the FCA for Elliott Bernerd and CM Strategic 613 Limited to become a controller of the Company (the "FCA controller approval") and admission of the Placing Shares to trading on AIM. The controller threshold for the FCA starts at 10 per cent, and a decision is expected from the FCA by the end of 2021. The Placing Shares would represent 10.17% of the enlarged issued share capital.
The Company also announces that its three largest shareholders have today conditionally agreed to the sale of part of their existing shareholdings in Fletcher King to CM Strategic 613 Limited, which will, subject to the FCA controller approval, allow Elliott Bernerd to increase his indirect ownership in the Company to approximately 29.99 per cent. of the enlarged share capital of Fletcher King (the "Share Sale"). The acquisition of the Sale Shares is also conditional upon the FCA controller approval. David Fletcher, chairman of the Company, is among the selling shareholders, whose details are set out below:
| Name | Current holding | Percentage | Holding following the Placing and Share Sale | Percentage |
| District & Urban Group | 1,887,562 | 20.50% | 943,781 | 9.21% |
| David Fletcher | 1,344,360 | 14.60% | 672,180 | 6.56% |
| LowerLand Limited | 832,500 | 9.04% | 416,250 | 4.06% |
Subject to the completion of the acquisition by CM Strategic 613 Limited of the Sale Shares and subscription for the Placing Shares, Elliott Bernerd will indirectly control the exercise of voting rights in respect of approximately 29.99 per cent. of the enlarged issued share capital of the Company. Accordingly, a relationship agreement will be entered into between the Company, Cairn Financial Advisers LLP (as the Company's nominated adviser), Elliott Bernerd and CM Strategic 613 Limited to ensure that the Company is able to carry out its business independently of Elliott Bernerd and CM Strategic 613 Limited.
A further announcement will be made regarding the FCA regulatory approval process and admission of the Placing Shares.
This announcement contains inside information for the purposes of the UK Market Abuse Regulation and the Directors of the Company are responsible for the release of this announcement.
Enquiries
Fletcher King plc
David Fletcher / Peter Bailey
Tel: 0207 493 8400
Cairn Financial Advisers LLP
James Caithie / Liam Murray
Tel: 020 7213 0880
Forward Looking Statements
This announcement contains forward-looking statements relating to expected or anticipated future events and anticipated results that are forward-looking in nature and, as a result, are subject to certain risks and uncertainties, such as general economic, market and business conditions, new legislation, uncertainties resulting from potential delays or changes in plans, uncertainties regarding the Company's ability to execute and implement future plans, and the occurrence of unexpected events. Actual results achieved may vary from the information provided herein as a result of numerous known and unknown risks and uncertainties and other factors.
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