ADMISSION & LISTING OF THE NEW SCHEME ORD SHARES
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Proposed introduction of Pollen Street Group Limited ("New Holdco") as a new holding company of Pollen Street by means of a Scheme of Arrangement under Part 26 of the Companies Act 2006 (the "Scheme") and New Holdco's admission to the premium listing segment for commercial companies of the Official List and to trading on the main market for listed securities of the London Stock Exchange
ADMISSION AND LISTING OF THE NEW SCHEME ORDINARY SHARES
Pollen Street and New Holdco are pleased to announce that the Scheme became effective on 24 January 2024 (the "Scheme Effective Date").
The Scheme is between Pollen Street and its shareholders and involves the cancellation of the ordinary shares held by Pollen Street shareholders at 6.00 p.m. on 23 January 2024 (the "Existing Holdco Ordinary Shares") in exchange for the same number of shares in New Holdco (the "New Scheme Ordinary Shares"). The rights attaching to the New Scheme Ordinary Shares are substantively the same as the rights attaching to the Existing Holdco Ordinary Shares at the Scheme Effective Date.
Pursuant to the Scheme, 64,209,597 Existing Holdco Ordinary Shares were cancelled and extinguished and, on the Scheme Effective Date, the shareholders on Pollen Street's register of members at 6.00 p.m. on 23 January 2024 received one New Scheme Ordinary Share for each Existing Holdco Ordinary Share held at that time.
New Holdco also announces that its entire issued share capital of 64,209,597 New Scheme Ordinary Shares of £0.01 each have been admitted to the premium listing segment for commercial companies of the Official List and to trading on the London Stock Exchange's main market for listed securities today. The commencement of dealings in New Scheme Ordinary Shares took place at 8.00 a.m. today. The Existing Holdco Ordinary Shares have ceased to be listed on the Official List and their admission to trading on the main market of the London Stock Exchange has been cancelled.
In accordance with the Financial Conduct Authority's Disclosure Guidance and Transparency Rule 5.6.1R, New Holdco hereby notifies the market that, with effect from the commencement of dealings, New Holdco's issued share capital as at today consisted of 64,209,597 ordinary shares of £0.01 each. New Holdco does not hold any shares in treasury. Therefore, the total number of voting rights in New Holdco is 64,209,597. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, New Holdco under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.
All references to times in this Announcement are to London time, unless otherwise stated.
This Announcement does not constitute a prospectus or prospectus equivalent document.
Overseas jurisdictions
Other
The International Securities Identification Number for the Existing Holdco Ordinary Shares is GB00BYZV3G25.
The International Securities Identification Number for the New Scheme Ordinary Shares is GG00BMHG0H12.
New Holdco's ticker symbol is POLN (adopting the ticker symbol previously ascribed to Pollen Street).
| 1. | Details of PDMR / person closely associated with them ( ' PCA ' ) | |
| a) | Name | Lindsey McMurray Julian Dale Joanne Lake Matthew Potter Michael England Ian Gascoigne Howard Garland James Scott Christopher Palmer |
| 2. | Details of PDMR / person closely associated with them ( ' PCA ' ) | |
| a) | Position / status | CEO CFO Non-Executive Director Partner Partner Partner Partner Partner General Counsel |
| b) | Initial notification / amendment | Initial notification |
| a) | Name | Pollen Street Group Limited |
| b) | LEI | 894500LP94M98N8CY487 |
| c) | Description of the financial instrument | Ordinary shares of £0.01 each ISIN: GG00BMHG0H12 |
| d) | Nature of the transaction | Exchange of shares into Topco |
| e) | Price(s) and volume(s) | Price(s) Volume(s) N/A N/A N/A N/A N/A N/A N/A N/A N/A 11,582,090 221,281 2,713 3,721,422 3,666,569 2,700,501 1,060,547 756,246 295,041 |
| f) | Aggregated information Aggregated volume Price | N/A |
| g) | Date of the transaction | 24 January 2024 |
| h) | Place of the transaction | Off market transaction |
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.