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Result of Oversubscribed Placing and Subscription

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Likewise Group PLC has successfully completed an oversubscribed placing and subscription, raising gross proceeds of approximately £28.5 million, with the total fundraising expected to reach £30.5 million if the retail offer is fully taken up. The issue price was 28.5 pence per share, a 14.9% discount to the previous day's closing price. The company has raised £28.5 million before expenses through the placement of 89,473,686 new ordinary shares and a subscription for 10,526,314 new ordinary shares. These new shares represent 42.3% of the company's issued share capital prior to the fundraising. Directors and PDMRs participated in the fundraising, subscribing for an aggregate of 1,958,348 placing shares. The company believes it has sufficient working capital for at least 16 months from the date of admission.

Full announcement

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CAPITALISED TERMS USED IN THIS ANNOUNCEMENT (THE "ANNOUNCEMENT") HAVE THE MEANINGS GIVEN TO THEM IN THE LAUNCH ANNOUNCEMENT (AS DEFINED BELOW), UNLESS THE CONTEXT PROVIDES OTHERWISE.

Likewise Group plc

("Likewise", or the "Company")

Result of Oversubscribed Placing and Subscription

Likewise Group plc (AIM:LIKE) the fast-growing and progressive flooring distributor in the UK, announces that, further to the announcement made at 6:01 p.m. on 28 July 2026 (the "Launch Announcement") regarding the launch of the proposed Placing and Subscription, it has successfully completed and closed the ABB process. Following investor demand in excess of £27.2m, the Company is pleased to further announce that it has upscaled the Placing and Subscription to raise gross proceeds of approximately £28.5 million, taking the total Fundraising to £30.5 million assuming the Retail Offer is taken up in full.

The Placing and Subscription was oversubscribed at the Issue Price of 28.5 pence per share, a 14.9% discount to the closing share price of 33.5 pence per share on 28 July 2026.

As a result of the upsized Placing and Subscription, the Company has raised gross proceeds of approximately £28.5 million (before expenses) through the Placing of 89,473,686 New Ordinary Shares, and a Subscription for 10,526,314 New Ordinary Shares, at the Issue Price, and net proceeds of approximately £27.2 million after expenses associated with the Fundraise.

The Placing Shares and Subscription Shares represent 42.3% of the issued ordinary share capital of the Company prior to the Placing and Subscription.

Zeus Capital Limited ("Zeus Capital") is acting as nominated adviser and joint bookrunner in connection with the Placing and Subscription, alongside Ravenscroft Corporate Finance Limited ("Ravenscroft") which is also acting as joint bookrunner (together, the "Joint Bookrunners") in relation to the Placing.

Retail Offer

As announced in the Launch Announcement, the Company is launching a Retail Offer through the BookBuild Platform to raise gross proceeds of up to £2.0 million (before fees and expenses). The Retail Offer provides existing retail Shareholders in the United Kingdom with an opportunity to participate in the Fundraising at the same Issue Price as the Placing and Subscription.

Working Capital

The Directors are of the opinion, having made due and careful enquiry, that, taking into account the anticipated net proceeds of the Placing and Subscription and the existing cash resources available to the Company, the Company has sufficient working capital for its present requirements, that is for at least 16 months from the date of Admission.

Director and PDMR participation

Each of the Directors and certain PDMRs have subscribed for Placing Shares pursuant to the Fundraising. Details of their participation are outlined below:

Director / PDMRPositionExisting shareholding (Number of Ordinary Shares)Number of new Ordinary Shares acquiredShareholding on Admission (Number of Ordinary Shares)% of the Enlarged Share Capital on Admission*
Tony BrewerChief Executive Officer27,461,241160,26327,621,5047.7%
Paul BassiChairman3,500,0001,500,0005,000,0001.4%
Andrew SimpsonNon-executive director10,840,44464,50010,904,9443.0%
Mike SteventonNon-executive director142,857104,815247,6720.1%
Adrian LaffeyResidential Director7,473,911121,8587,595,7692.1%
Ben Baker- AshforthHead of Financial Accounting & Reporting-6,9126,912<0.1%

Note: *assuming that the Retail Offer is taken up in full, and the Retail Offer Shares are issued and that there are no changes to the Existing Share Capital between the date of this Announcement and Admission, other than the issue of the Placing Shares and the Subscription Shares

Related Party Transactions

Tony Brewer, Paul Bassi, Andrew Simpson and Mike Steventon (the "Participating Directors"), each of whom is a Director and therefore a related party of the Company for the purposes of the AIM Rules, and Adrian Laffey and Ben Baker-Ashforth (the "Participating PDMRs"), both of whom are also a related party of the Company for the purposes of the AIM Rules, have conditionally agreed to subscribe for an aggregate of 1,958,348 Placing Shares in the Placing.

The participation of each of the Participating Directors and Participating PDMRs constitutes a related party transaction under Rule 13 of the AIM Rules.

As all the Directors have agreed to participate in the Fundraising, there is no independent Director to provide a fair and reasonable opinion statement on the Directors' participation for shareholders. Zeus (in its capacity as nominated adviser for the purposes of the AIM Rules) has considered that the participation of each of the Participating Directors is fair and reasonable insofar as the shareholders of the Company are concerned.

In the case of the participation by the Participating PDMRs, all the Directors are considered to be independent for the purposes of AIM Rule 13. Having consulted with Zeus as nominated adviser to the Company, the Directors consider that the participation of each of the Participating PDMRs in the Placing is fair and reasonable insofar as the shareholders of the Company are concerned.

Posting of Circular

The Conditional Placing, the Conditional Subscription and the Retail Offer will be conditional on, inter alia, the passing of the relevant Resolutions at the General Meeting. A circular containing further details of the Fundraising and Notice of General Meeting (together the "Circular") will be posted to Shareholders shortly after the results of the ABB and will be made available on the Company's website at www.likewiseplc.com/documents-reports-and-presentations.

Investor Presentation

The Company will provide a live presentation and Q&A for investors Retail Investors and any other interested parties via Investor Meet Company at 2:00 p.m. on 29 July 2026.

Investors can sign up to Investor Meet Company for free and add to meet Likewise via:

General Meeting

The Conditional Fundraising is subject to, inter alia, shareholder approval at the General Meeting to be held at 10:00 a.m. on 14 August 2026 at Unit 4 Radial Park, Radial Way, Birmingham Business Park, Solihull, Birmingham B37 7WN.

Admission

Applications will be made to the London Stock Exchange for the admission of the Placing Shares, Subscription Shares and Retail Offer Shares to be admitted to trading on AIM. It is currently expected that First Admission will become effective, and that dealings in the respective shares will commence on AIM, on or around 7 August 2026. The Firm Placing Shares and the Firm Subscription Shares, when issued, will be fully paid and will rank pari passu in all respects with the Existing Ordinary Shares. It is currently expected that Second Admission will become effective, and that dealings in the respective shares will commence on AIM, on or around 17 August 2026. The Conditional Placing Shares, the Conditional Subscription Shares and the Retail Offer Shares, when issued, will be fully paid and will rank pari passu in all respects with the Existing Ordinary Shares.

Tony Brewer, CEO, commented:

"We are delighted by the strength of demand, which saw the Fundraising oversubscribed, and are pleased with the level of support from our existing shareholders and are delighted to welcome a number of new investors to the register who share our vision for the business in its next stage of growth. We trust that the Retail Offer provides other shareholders the opportunity to participate also."

Notification of a Transaction pursuant to Article 19(1) of Regulation (EU) No. 596/2014

1Details of the person discharging managerial responsibilities/person closely associated
a.Name1. Tony Brewer 2. Paul Bassi 3. Mike Steveton 4. Andrew Simpson 5. Adrian Laffey 6. Ben Baker-Ashforth
2Reason for notification
a.Position/Status1. CEO 2. Chairman 3. Non-Executive Director 4. Non-Executive Director 5. PDMR 6. PDMR
b.Initial notification/ AmendmentInitial Notification
a.NameLikewise Group plc
b.LEI2138007L822RL2CXMV34
a.Description of the financial instrument, type of instrument Identification CodeOrdinary shares of £0.01 ISIN: GB00BHNWH003
b.Nature of the transaction1. Purchase of Ordinary Shares of 1 pence each in the Company
c.Price(s) and volume(s)Transaction Price(s) Volume(s) 1. Tony Brewer - Placing Shares 2. Paul Bassi - Placing Shares 3. Andrew Simpson - Placing Shares 4. Mike Steventon - Placing Shares 5. Adrian Laffey - Placing Shares 6. Ben Baker-Ashforth - Placing Shares 28.5p 1. 160,263 2. 1,500,000 3. 64,500 4. 104,815 5. 121,858 6. 6,912
d.Aggregated informationShares: 1,958,348 Price: 28.5 pence per New Ordinary Share Aggregated total: £558,129.18
f.Place of the transactionLondon Stock Exchange, AIM

INFORMATION TO DISTRIBUTORS

UK PRODUCT GOVERNANCE

Solely for the purposes of the product governance requirements contained within Chapter 3 of the FCA Handbook Product Intervention and Product Governance Sourcebook (the "UK Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the UK Product Governance Requirements) may otherwise have with respect thereto, the Placing Shares have been subject to a product approval process, which has determined that such securities are: (i) compatible with an end target market of investors who meet the criteria of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in paragraph 3 of the FCA Handbook Conduct of Business Sourcebook; and (ii) eligible for distribution through all distribution channels (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, distributors (for the purposes of UK Product Governance Requirements) should note that: (a) the price of the Placing Shares may decline and investors could lose all or part of their investment; (b) the Placing Shares offer no guaranteed income and no capital protection; and (c) an investment in the Placing Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Placing. Furthermore, it is noted that, notwithstanding the Target Market Assessment, the Joint Bookrunners will only procure investors who meet the criteria of professional clients and eligible counterparties.

EEA PRODUCT GOVERNANCE

Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures in the European Economic Area (together, the "MiFID II Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the Placing Shares have been subject to a product approval process, which has determined that the Placing Shares are: (i) compatible with an end target market of (a) retail investors, (b) investors who meet the criteria of professional clients and (c) eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "EU Target Market Assessment"). Notwithstanding the EU Target Market Assessment, distributors should note that: the price of the Placing Shares may decline and investors could lose all or part of their investment; the Placing Shares offer no guaranteed income and no capital protection; and an investment in the Placing Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the Placing. Furthermore, it is noted that, notwithstanding the EU Target Market Assessment, the Joint Bookrunners will only procure investors who meet the criteria of professional clients and eligible counterparties.

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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