Market Tracker monthly round-up—April 2017

Monthly round-up of the latest market developments in corporate deals and AGMs.
Market Tracker monthly round-up covers all deals announced in April 2017.

New deals (and AGMs) announced:

AGMs

Announcement date Company Key information
28 April 2017 Saga plc Saga announced that its 2017 AGM will be held on 22 June 2017.
27 April 2017 4D Pharma plc 4D Pharma announced that its 2017 AGM will be held on 26 May 2017.
27 April 2017 AA plc AA announce that its 2017 AGM will be held on 8 June 2017.
27 April 2017 Allied Minds plc Allied Minds announced that its 2017 AGM will be held on 1 June 2017.
25 April 2017 Card Factory plc Card Factory  announced that its 2017 AGM will be held on 25 May 2017.
25 April 2017 Playtech plc Playtech  announced that its 2017 AGM will be held on 17 May 2017.
24 April 2017 Informa plc Informa  announced that its 2017 AGM will be held on 26 May 2017
24 April 2017 Keywords Studios plc Keywords Studios  announced that its 2017 AGM will be held on 25 May 2017.
20 April 2017 Amerisur Resources plc Amerisur Resources announced that its 2017 AGM will be held on 9 May 2017.
19 April 2017 JRP Group plc JRP Group announced that its 2017 AGM will be held on 18 May 2017.
18 April 2017 Next plc Next announced that its 2017 AGM will be held on 18 May 2017.
13 April 2017 G4S plc G4s has announced that its 2017 AGM will be held on 25 May 2017.
12 April 2017 Sound Energy plc Sound Energy has announced that its 2017 AGM will be held on 23 May 2017.
12 April 2017 Ibstock plc Ibstock has announced that its 2017 AGM will be held on 24 May 2017.
12 April 2017 Cineworld Group plc Cineworld Group has announced that its 2017 AGM will be held on 18 May 2017.
12 April 2017 Derwent London plc Derwent London has announced that its 2017 AGM will be held on 19 May 2017.
11 April 2017 IWG plc IWG has announced that its 2017 AGM will be held on 16 May 2017
11 April 2017 Balfour Beatty plc Balfour Beatty has announced that its 2017 will be held on 18 May 2017.
11 April 2017 Fresnillo plc Fresnillo has announced that its 2017 will be held on 23 May 2017.
11 April 2017 Antofagasta plc Antofagasta has announced that its 2017 will be held on 24 May 2017.
11 April 2017 Old Mutual plc Old Mutual has announced that its 2017 will be held on 25 May 2017.
10 April 2017 Capita plc Capita has announced that its 2017 AGM that will be held on 11 May 2017.
10 April 2017 Gamma Communications plc Gamma Communications has announced that its 2017 will be held on 22 May 2017.
7 April 2017 Hikma Pharmaceuticals plc Hikma Pharmaceuticals has announced that its 2017 AGM will be held on 19 May 2017.
7 April 2017 IP Group plc IP Group has announced that its 2017 AGM will be held on 10 May 2017.
7 April 2017 Rathbone Brothers plc Rathbone Brothers has announced that its 2017 AGM will be held on 11 May 2017.
6 April 2017 Cairn Energy plc Cairn Energy has announced that its 2017 AGM will be held on 19 May 2017.
6 April 2017 Grafton Group plc Grafton Group has announced that its 2017 AGM will be held on 9 May 2017.
6 April 2017 Royal Bank of Scotland plc Royal Bank of Scotland has announced that its 2017 AGM will be held on 11 May 2017.
6 April 2017 Sanne Group plc Sanne has announced that its 2017 AGM will be held on 18 May 2017.
5 April 2017 Paysafe Group plc Paysafe has announced that its 2017 AGM will be held on 9 May 2017.
5 April 2017 Rentokil Initial plc Rentokil has announced that its 2017 AGM will be held on 10 March 2017.
5 April 2017 SIG plc SIG has announced that its 2017 AGM will be held on 11 May 2017.
4 April 2017 Aldermore Group plc Aldermore has announced that its 2017 AGM will be held on 26 May 2017.
4 April 2017 Hochschild Mining plc Hochschild has announced that its 2017 AGM will be held on 11 May 2017.
4 April 2017 Mondi plc Mondi has announced that its 2017 AGM will be held on 11 May 2017.
4 April 2017 Savills plc Savills has announced that its 2017 AGM will be held on 9 May 2017.
4 April 2017 Worldpay Group plc Worldpay has announced that its 2017 AGM will be held on 10 May 2017.
3 April 2017 Vesuvius plc Vesuvius has announced that its 2017 AGM will be held on 10 May 2017.

Delistings

Announcement date Delisting company Key information
27 April 2017 ZincOx Resources plc ZincOx Resources announced that, under the AIM Rules, the cancellation of the admission to trading on AIM of the ordinary shares of 1p each in the capital of the company is expected to occur at 7.00 am on 2 May 2017.
19 April 2017 Turbo Power Systems Inc Turbo Power Systems announced the proposed cancellation of admission of its common shares to trading on AIM.
Subject to the cancellation resolution being passed at the annual general and special meeting, the expected last day of dealings in common shares on AIM will be Friday 2 June 2017 and the cancellation will become effective at 7.00 am on Monday 5 June 2017.
13 April 2017 MoneySwap plc MoneySwap  announced proposals to cancel the company's shares from trading on AIM.
The Company intends to convene a general meeting shortly, at which it will propose a resolution to approve the cancellation in accordance with Rule 41 of the AIM Rules for Companies.
The earliest date at which Cancellation could be effected is 17 May 2017.
7 April 2017 AquaBounty Technologies, Inc. AquaBounty announced that it has made an application to the London Stock Exchange to cancel the admission to trading of the company's shares on AIM.
The cancellation will be subject to approval by the company's shareholders at its AGM to be held on 23 May 2017. The proposed cancellation date is 1 June 2017.
5 April 2017 Taihua plc Taihua announced that it intends to cancel the admission to trading of its ordinary shares on AIM and re-register the company as a private limited company.
The cancellation is subject to shareholder approval at a general meeting to be held on 21 April 2017.

IPOs

Announcement date Issuer Key information
19 April 2017 Eddie Stobart Logistics plc Eddie Stobart Logistics published  an admission document in relation to an initial public offer by way of a placing of 245,543,159 ordinary shares of 1 penny each at a price of 160 pence per share, comprising 169,293,159 existing ordinary shares to be sold by Greenwhitestar 2, raising gross proceeds of £270.9 million, and 76,250,000 new ordinary shares to be issued by the Company, raising gross proceeds of £122 million.
It is expected that Admission will become effective and dealings in the ordinary shares on AIM will commence at 8.00 am on 25 April 2017.
19 April 2017 Jupiter Emerging & Frontier Income Trust plc Jupiter Emerging & Frontier Income Trust announced that it has published a prospectus relating to an initial public offer and application for admission to the premium listing segment of the Official List and to trading on the Main Market of the LSE.
The IPO is being made by way of a placing, offer for subscription and an intermediaries offer (the First Issue) for a target Issue of 200 million ordinary shares of 1 penny each at 100 pence per ordinary share.
It is expected that First Admission will become effective and dealings will commence on 15 May 2017.
12 April 2017 Ten Entertainment Group plc Ten Entertainment announced that is has published a prospectus in connection with its initial public offering and placing of 16,250,000 shares at a price of 165 pence per share. The Company's entire issued share capital of 65,000,000 shares will be admitted to the premium listing segment of the Official List of the FCA and to trading on the main market for listed securities of the London Stock Exchange. On commencement of conditional dealings the Company will have a market capitalisation of £107.25 million.
6 April 2017 K3 Capital Group plc K3 Capital announced that it has published an admission document in relation to an initial public offer by way of a placing of 18,781,497 ordinary shares of 1 penny each at a price of 95 pence per share, raising gross proceeds of £17.8 million.
Under the Placing, 16,570,971 existing ordinary shares are being sold at the placing price by the selling shareholders, and 2,210,526 new ordinary shares are being issued at the placing price by the Company.
It is expected that Admission will become effective and that dealings will commence in the ordinary shares on 11 April 2017.

LR/AIM Rules transactions

Announcement date Company Key information
26 April 2017 Glanbia plc Glanbia announced a Class 1 transaction under the Listing Rules.

Reorganisations

Announcement date Company Key information
26 April 2017 CLS Holdings plc CLS Holdings announced that shareholders have approved a proposed share capital reorganisation by way of a subdivision of the company's existing ordinary shares of 25 pence each into new ordinary shares of 2.5 pence each. It is expected that the share subdivision will become effective at 8.00 am on Monday 8 May 2017.
21 April 2017 Urals Energy Public Company Limited Urals Energy announced proposals to reduce the company's share premium account and perform a share consolidation.
It is proposed that the company's share premium account be reduced from US$656,167,589 to nil by writing off the losses of the company equivalent to this reduction of share premium account. It is further proposed that the company performs a share consolidation, whereby every 20 existing ordinary shares of nominal value of US$0.0063 each in the share capital of the company be replaced by 1 new ordinary share of nominal value US$0.126.
In connection with the proposals, an extraordinary general meeting of the company will be held on 26 May 2017.
19 April 2017 National Grid plc National Grid announced a proposed share consolidation, replacing every 12 existing ordinary shares with 11 new ordinary shares. The consolidation is being proposed in connection with a special interim dividend and so in order to maintain comparability of the company's share price before and after the special dividend, National Grid plans to undertake the proposed share consolidation. The share consolidation is conditional on shareholder approval being given at the company's general meeting on 19 May 2017.
19 April 2017 Turbo Power Systems Inc Turbo Power Systems announced a proposed share consolidation of 5,000 common shares into one new common share.
The company currently has over 1,000 registered shareholders and has 3,336,865,922 common shares in issue, of which 1,008 shareholders represent in aggregate 99.9% of the total number of shareholders but only 10.57% of the total issued share capital of the company.
The size of the shareholder register (relative to the company's current market value) places an unwarranted financial and administrative burden on the company. The company is therefore seeking shareholder approval to rationalise the share capital of the company by way of a consolidation of share capital, with a view to reducing costs and streamlining the shareholdings in the company.
19 April 2017 Great Portland Estates plc Great Portland Estates announced a 19-for-20 share consolidation of the company's ordinary share capital.
The general meeting to approve the share consolidation and associated resolutions regarding the share capital of the company will be held at 11.30 am on Wednesday 17 May 2017.
18 April 2017 Independent Resources plc Independent Resources announced that it intends to seek shareholder approval to consolidate its 0.01p ordinary shares on the basis of 25:1.
18 April 2017 ZOO Digital Group plc ZOO Digital announced a proposed share capital reorganisation, comprising of a subdivision of the company's existing ordinary shares in order to create two new classes of shares: ordinary shares with a nominal value of one penny and deferred shares with a nominal value of 14 pence.
The existing ordinary shares have recently been trading on AIM at a price below their nominal value of 15 pence per share. The issue of new shares by a company incorporated in England and Wales at a price below their nominal value is prohibited by the Companies Act 2006 and accordingly, the company is unable to issue further existing ordinary shares at a price of less than 15 pence per share.
13 April 2017 Onzima Ventures plc Onzima Ventures announced a proposed share capital reorganisation by way of a consolidation and sub-division of its existing ordinary shares.
The share capital reorganisation is being proposed in connection with a proposed acquisition of 51% of N4 Pharma Limited and capital raising of £1.5 million through a firm placing.
Under the share capital reorganisation every 800 existing ordinary shares will be consolidated into 1 new ordinary share and each resulting 1 new ordinary share will be subsequently sub-divided into 200 new ordinary shares of 0.4p each.
The proposed share capital reorganisation is conditional upon shareholder approval being given at the company's general meeting on 2 May 2017.
4 April 2017 InterContinental Hotels Group plc IHC announced a consolidation of the company's ordinary share capital. A resolution to effect the share consolidation will be proposed at the company's AGM, to be held on 5 May 2017.

Returns of value to shareholders

Announcement date Company Key information
20 April 2017 RELX plc RELX plc and RELX N.V. (the "Companies") announced that in accordance with the EU Market Abuse Regulation, they will implement an irrevocable, non-discretionary programme to repurchase their respective ordinary shares up to the value of £265 million in total between 20 April 2017 and 24 July 2017.The Companies have, since 3 January 2017, purchased 18.6 million shares at a total cost of approximately £275 million, leaving a further £425 million of the previously announced full year total of £700 million to be completed by year end.
19 April 2017 National Grid plc National Grid announced that its board has approved a special interim dividend of 84.375 pence per existing ordinary share, following completion of the sale of a majority interest in National Grid Gas Distribution.The special dividend will be paid on 2 June 2017 to those shareholders who are on the Company's register of members on 19 May 2017.
19 April 2017 Great Portland Estates plc Great Portland Estates announced that it intends to pay a special dividend of 32.15 pence per share to shareholders, equating to approximately £110 million.The general meeting to approve the special dividend will be held at 11.30 am on Wednesday 17 May 2017.
6 April 2017 Gresham House Strategic plc Gresham House Strategic has announced that it is to commence a share buyback programme.

Reverse takeovers

Announcement date Company Key information
20 April 2017 Shearwater Group plc acquisition of SecurEnvoy Limited—placing and open offer Shearwater Group announced that it has conditionally agreed to acquire the entire issued share capital of SecurEnvoy Limited, a leading UK based provider of multifactor authentication software solutions.The acquisition will constitutes a reverse takeover pursuant to Rule 14 of the AIM Rules and as a result requires the approval of shareholders.
13 April 2017 Dorcaster plc acquisition of Experiential Ventures Ltd Dorcaster has announced the proposed acquisition of Experiential Ventures.The acquisition constitutes a reverse takeover for the purposes of the AIM rules and is therefore subject to Dorcaster shareholder approval.

Secondary offers

Announcement date Issuer Key information
25 April 2017 Ibstock plc Ibstock announced a proposed placing of approximately 50 million ordinary shares by certain selling shareholders. The price per placing share will be determined by way of an accelerated bookbuild to institutional investors.
13 April 2017 BNN Technology plc BNN Technology announced a proposed placing via an accelerated bookbuild, raising gross proceeds of £25 million.
Under the placing, a total of 31,250,000 new ordinary shares of par value £0.10 each in the company have been conditionally placed at a price of 80 pence per placing share.
The net proceeds of the placing will be used in conjunction with existing resources to invest in a student services platform and credit rating services platform, and for general working capital purposes.
13 April 2017 Dorcaster plc Dorcaster announced a proposed conditional placing of 10,370,370 placing shares of 1.25 pence each at 135 pence per share, raising gross proceeds of £14 million (£10.8 million net of expenses).
The proceeds of the placing will be used to fund the cash consideration payable pursuant to the proposed acquisition of Experiential Ventures Ltd and associated costs and expenses, as well as working capital.
12 April 2017 Pan African Resources plc Pan African Resources announced a proposed placing to existing and new institutional investors of 291,480,983 new ordinary shares of 1 pence each at an issue price of 14 pence per placing share, raising gross proceeds of £40,807,337.62.
The placing is being conducted, subject to the satisfaction of certain conditions, through an accelerated bookbuilding process. The net proceeds of the placing will be used in conjunction with the RMB facility to fund the US$120 million total capital expenditure to bring Elikhulu into production. The balance of the net proceeds will be used for general working capital.
7 April 2017 Hollywood Bowl Group plc Hollywood Bowl announced that Electra Private Equity Partners 2006 Scottish LP has sold in aggregate 26,702,364 existing ordinary shares in Hollywood Bowl at a price of 152.5 pence per share, raising aggregate gross proceeds of approximately £40.7 million.
The company is not a party to the placing and will not receive any proceeds from the placing.
5 April 2017 Abzena plc Abzena announced a proposed placing of £25 million (gross) to expand further its service offering, capacity and capabilities.
The number of placing shares to be placed is 75,757,576 new ordinary shares at a price of 33 pence each.

Takeovers

Announcement date Deal Key information
26 April 2017 Mariana Resources Limited - offer by Sandstorm Gold Ltd Sandstorm Gold announced a merger with Mariana Resources, structured as a scheme of arrangement.
Target shareholders are set to receive, for each share held, 0.2573 in new Sandstorm Gold shares and 28.75 pence. The acquisition is valued at £166.85 million.
24 April 2017 Jimmy Choo plc—formal sale process Jimmy Choo announced that it is conducting a strategic review of its options and seeking potential offerors for the company by means of a formal sale process, putting the company into an offer period with immediate effect.
24 April 2017 Kennedy Wilson Europe Real Estate plc—offer by Kennedy-Wilson Holdings, Inc. Kennedy-Wilson Holdings announced a recommended all-share merger with Main Market-listed Kennedy Wilson Europe Real Estate.
Target shareholders are set to receive, for each share held, 0.667 new Kennedy-Wilson Holdings shares. The acquisition is valued at £1.5 billion.
21 April 2017 WS Atkins plc—offer by SNC-Lavalin Group Inc. Canadian-incorporated SNC-Lavalin announced a recommended all-cash offer for Main Market-listed WS Atkins, structured by way of a scheme of arrangement.
Target shareholders are set to receive 2,080 pence per share, valuing the acquisition at £2.1 billion.
The firm offer follows SNC-Lavalin's possible offer approach for Atkins, announced on 3 April 2017.
See deal summary:
WS Atkins plc—possible offer by SNC-Lavalin Group Inc. (firm offer announced)
The scheme document is to follow.
21 April 2017 Market Tech Holdings Limited—offer by LabTech Investments Ltd LabTech announced a recommended all-cash offer for Main Market-listed Market Tech Holdings, structured by way of a contractual offer. LabTech is wholly-owned by the Goodheart Trust of which the ultimate and sole beneficiary is Teddy Sagi.
At the date of the announcement LabTech held approximately 71% of the issued share capital of Market Tech.
Target shareholders are set to receive 188 pence per share, valuing the acquisition at £892.5 million. The offer document is to follow.
19 April 2017 Exova Group plc—offer by Element Materials Technology Group Limited Element announced a recommended all-cash offer for Main Market-listed Exova, structured by way of a scheme of arrangement.Target shareholders are set to receive 242.35 pence per share, valuing the acquisition at £620.3 million.
The firm offer follows the possible offer approach by Element, PAI Partners SAS and Jacobs Holding AG, all declared to the market in Exova's Rule 2.4 announcement dated 27 March 2017.
See deal summary:
Exova Group plc—possible offer by Element Materials Technology (firm offer announced)
3 April 2017 Frenkel Topping Group plc - formal sale process On 3 April 2017, Frenkel Topping Group announced that it was conducting a strategic review of its options and seeking potential offerors for the company by means of a formal sale process, putting the company into an offer period with immediate effect.
3 April 2017 WS Atkins plc—possible offer by SNC-Lavalin Group Inc. WS Atkins has announced in response to movement in its share price that it has received a possible offer approach from SNC-Lavalin.The 'put up or shut up' deadline is 1 May 2017.

Transfers from Main Market to AIM

Announcement date Issuer Key information
11 April 2017 Opera Investments plc Opera Investments announced that, as part of a proposed transaction to acquire the Imweru and Lubando Gold Projects from Kibo Mining plc, Opera Investments intends to apply to the UK Listing Authority and London Stock Exchange plc, requesting the cancellation of admission of the company's shares to the standard segment of the UKLA's Official List and to trading in the company's shares on the LSE's main market for listed securities and will seek admission to AIM of the enlarged share capital of Investments.
The cancellation is expected to take effect from 8:00 am on 15 May 2017, being the anticipated completion date for the proposed transaction and admission of the company's shares to trading on AIM.

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