11 November 2024
Time Out Group plc
("Time Out" or the "Company")
TR-1: Standard form for notification of major holdings
The following notification is made in connection with the successful completion of the placing announced by the Company on 30 October 2024 (the "Placing").
| NOTIFICATION OF MAJOR HOLDINGS | ||||||
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| 1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached ii: | Time Out Group PLC | |||||
| 1b. Please indicate if the issuer is a non-UK issuer (please mark with an "X" if appropriate) | ||||||
| Non-UK issuer | | |||||
| 2. Reason for the notification (please mark the appropriate box or boxes with an "X") | ||||||
| An acquisition or disposal of voting rights | X | |||||
| An acquisition or disposal of financial instruments | | |||||
| An event changing the breakdown of voting rights | | |||||
| Other (please specify) iii: | | |||||
| 3. Details of person subject to the notification obligation iv | ||||||
| Name | Oakley Capital Investments Limited | |||||
| City and country of registered office (if applicable) | Rosebank Centre, 11 Bermudiana Road, Pembroke, HM 08, Bermuda. | |||||
| 4. Full name of shareholder(s) (if different from 3.) v | ||||||
| Name | | |||||
| City and country of registered office (if applicable) | | |||||
| 5. Date on which the threshold was crossed or reached vi: | 04-11-2024 | |||||
| 6. Date on which issuer notified (DD/MM/YYYY): | 07-11-2024 | |||||
| 7. Total positions of person(s) subject to the notification obligation | ||||||
| | % of voting rights attached to shares (total of 8. A) | % of voting rights through financial instruments | Total of both in % (8.A + 8.B) | Total number of voting rights held in issuer (8.A + 8.B) vii | ||
| Resulting situation on the date on which threshold was crossed or reached | 38.10% | 0 | 38.10% | 136,082,622 | ||
| Position of previous notification (if applicable) | 37.77% | 0 | 37.77% | | ||
| 8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii | |||||||||
| A: Voting rights attached to shares | |||||||||
| Class/type of ISIN code (if possible) | Number of voting rights ix | % of voting rights | |||||||
| Direct (DTR5.1) | Indirect (DTR5.2.1) | Direct (DTR5.1) | Indirect (DTR5.2.1) | ||||||
| Ordinary GB00BYYV0629 | 136,082,622 | 0 | 38.10% | 0% | |||||
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| SUBTOTAL 8. A | 136,082,622 | 38.10% | |||||||
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| B 1: Financial Instruments according to DTR5.3.1R (1) (a) | |||||||||
| Type of financial instrument | Expiration | Exercise/ | Number of voting rights that may be acquired if the instrument is exercised/converted. | % of voting rights | |||||
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| | | SUBTOTAL 8. B 1 | | | |||||
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| B 2: Financial Instruments with similar economic effect according to DTR5.3.1R (1) (b) | |||||||||
| Type of financial instrument | Expiration | Exercise/ | Physical or cash Settlement xii | Number of voting rights | % of voting rights | ||||
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| SUBTOTAL 8.B.2 | | | ||||
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| 9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an "X") | ||||
| Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii | X | |||
| Full chain of controlled undertakings through which the voting rights and/or the | | |||
| Name xv | % of voting rights if it equals or is higher than the notifiable threshold | % of voting rights through financial instruments if it equals or is higher than the notifiable threshold | Total of both if it equals or is higher than the notifiable threshold | |
| Oakley Capital Investments Limited | 38.10% | 0 | 38.10% | |
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| 10. In case of proxy voting, please identify: | ||||
| Name of the proxy holder | | |||
| The number and % of voting rights held | N/A | |||
| The date until which the voting rights will be held | N/A | |||
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| 11. Additional information xvi | ||||
| polaris.brighterir.com/public/time_out/news/rns/story/xpvplmx
"Time Out Group plc (AIM: TMO) (the "Company"), the global media and hospitality business, is pleased to announce that, following the announcement made earlier today (the "Launch Announcement") regarding the launch of a Placing (the "Placing"), it has successfully placed 16,796,806 new Ordinary Shares of £0.001 each in the capital of the Company (the "Placing Shares") at a price of 50 pence per Existing Ordinary Share (the "Issue Price") raising gross proceeds of approximately £8.4 million.
Oakley Capital Investments Limited ("OCI") has agreed to subscribe for 7,540,000 Placing Shares (the "Oakley Related Party Transaction")"
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| Place of completion | London |
| Date of completion | 07-11-2024 |
| For further information, please contact: | |
| | |
| Time Out Group plc | Tel: +44 (0)207 813 3000 |
| Chris Ohlund, CEO Matt Pritchard, CFO | |
| | |
| Steven Tredget, Investor Relations Director | |
| | |
| Panmure Liberum (Nominated Adviser and Broker) | Tel: +44 (0)203 100 2222 |
| Andrew Godber / Edward Thomas / Joshua Borlant / Ailsa Macmaster | |
| | |
| FTI Consulting LLP | Tel: +44 (0)203 727 1000 |
| Edward Bridges / Fiona Walker | |
Notes to editors
About Time Out Group plc
Time Out Group is a global media and hospitality business that inspires and enables people to experience the best of the city through its two divisions - Time Out Media and Time Out Market. Time Out launched in London in 1968 to help people discover the exciting new urban cultures that had started up all over the city - today it is the only global brand dedicated to city life. Expert journalists curate and create content about the best things to Do, See and Eat across 333 cities in 59 countries and across a unique multi-platform model spanning both digital and physical channels. Time Out Market is the world's first editorially curated food and cultural market, bringing a city's best chefs, restaurateurs and unique cultural experiences together under one roof. The portfolio includes nine open Markets in cities such as Lisbon, New York and Dubai, several new locations with expected opening dates in 2024 and beyond, in addition to a pipeline of further locations in advanced discussions. Time Out Group PLC, listed on AIM, is headquartered in the United Kingdom.
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