Market Tracker weekly round-up—17 November 2017

Weekly round-up of the latest corporate announcements, including delistings of Asian Growth Properties Limited and Central Rand Limited, IPOs by Landscape Acquisition Holdings Limited, Tri-Pillar Infrastructure Fund Ltd, placings by Hornby plc, Victoria plc, Science in Sport plc and Warpaint London plc, joint ventures between Mkango Resources Ltd. and Talaxis Limited and IronRidge Resources Limited and Gail Exploration SA, a return of value to shareholders by Vectura Group plc, related party transactions from Asian Growth Properties Limited, Science in Sport plc and Mkango Resources Ltd. a reorganisation by Asian Growth Properties Limited and a possible takeover of Gocompare.com Group plc.
The weekly round-up covers all deals announced from the Monday of the previous week until 12 noon on the Friday of the previous week. Any deals announced after this time will be included in the following day's round-up.The information contained in the weekly round up is republished in the monthly round up at the end of the month. To access previous announcements please visit the Market Tracker section of the Corporate homepage.

Market Tracker—Statement of scope

New deals announced:

Delistings

Announcement date Delisting company Industry sector Key information
13 November 2017 Asian Growth Properties Limited Property Asian Growth Properties Limited (AGP) has announced that, following the disposal of its assets and AGP special distribution payment, the Company will be cancelling the admission to trading of the Company’s shares on AIM with effect from 7.30am (UK time) on Wednesday 20 November 2017.
Upon completion of the Disposal, AGP will be regarded as a cash shell pursuant to Rule 15 of the AIM Rules for Companies. Within six months of becoming a cash shell, AGP must make an acquisition which constitutes a reverse takeover pursuant to Rule 14 of the AIM Rules for Companies or otherwise seek readmission as an "investing company" with the attendant requirement to raise at least £6 million on or immediately before such readmission. Given that the intention of the proposed disposal, distribution and winding-up is ultimately to conduct an orderly winding-up of AGP, the board has no intention of making an acquisition pursuant to Rule 14 of the AIM Rules nor seek readmission as an "investing company". Hence, the Board will seek shareholders' approval to cancel the admission of AGP Shares to trading on AIM.
10 November 2017 Central Rand Gold Limited Mining, metals & extraction Central Rand Gold Limited has announcedthat listing of the Company’s shares on AIM will be cancelled with effect from 7.00am (UK time) on Monday 13 November 2017.
Trading in the Company’s shares were initially suspended on 11 May 2017, pending clarification of the Company’s financial position. Pursuant to Aim Rule 41, the Exchange will cancel admission of the Company’s securities where trading in them has been suspended for more than six months; the Company’s delisting is in accordance with AIM Rule 41.
For the time being, the Company will retain its JSE listing, however, in light of its current financial condition and the costs associated with maintaining its listing on the JSE, the board will be immediately evaluating this ongoing listing.
The conditional placing of places, as announced on 19 October 2017, will now not proceed. The board will continue to explore refinancing options, which could include a pre-emptive offer to shareholders.

IPOs

Announcement date Issuer Industry sector Key information
16 November 2017 Tri-Pillar Infrastructure Fund Ltd Investment Tri-Pillar Infrastructure Fund has announcedthat is has published a prospectus in relation to the admission of its ordinary shares to trading on the Main Market of the London Stock Exchange.The company will target an issue of £200 million of ordinary shares by means of a placing, offer for subscription and intermediaries offer of shares.
The company at launch will differ from other listed infrastructure funds. An investment in the company is intended to enable investors to access a broad range of infrastructure assets located predominantly in continental Europe and North America.
15 November 2017 Landscape Acquisition Holdings Limited Investment Landscape Acquisition Holdings has announced that is has published a prospectus in relation to the admission of its ordinary shares to trading on the Main Market of the London Stock Exchange.The company has raised gross proceeds of $500 million, consisting of $484 million through a placing at a placing price of $10.00 per ordinary share (including a subscription of $24 million by entities associated with the founders) and a further $16 million through the subscription of founder preferred shares (with warrants being issued to subscribers of founder preferred shares on the basis of one warrant per founder preferred share) by the founders through TOMS Acquisition II LLC and Imperial Landscape Sponsor LLC, subject to admission.
The offering will enable the company to pursue its objective of acquiring a target company or business.

Joint ventures

Announcement date Deal Industry sector Key information
16 November 2017  Mkango Resources Ltd. and Talaxis Limited Mining, metals & extraction  Mkango Resources has announced that it has entered into an agreement with Talaxis Limited, a wholly owned subsidiary of Noble Group Limited, to fund the development of the Songwe Hill Rare Earths Project in Malawi and commercialisation of new magnet technologies.Talaxis has agreed to fully fund a bankable feasibility study for Mkango's Songwe Hill Rare Earths Project in return for a 49% interest in the Project.
14 November 2017 IronRidge Resources Limited and Gail Exploration SA Mining, metals & extraction IronRidge Resources has  announced that it has signed a joint venture agreement with Gail Exploration SA. The agreement grants IronRidge exclusive rights over a granted license prospective for gold in Côte d'Ivoire, West Africa.Under the joint venture agreement, IronRidge can acquire up to 100% of the projects through staged earn-in arrangements and staged expenditure to feasibility study, subject to Gail Exploration retaining a net smelter royalty, of 2.5%, of which 40% may be acquired for US$2million at any time.

LR/AIM Rules transactions

Announcement date Company Industry sector Key information
16 November 2017 Mkango Resources Ltd Mining, metals & extraction Mkango Resources Ltd has announced a related party transaction under the AIM rules.
14 November 2017 Science in Sport plc Food & beverages Science in Sport plc has announced a related party transaction under the AIM rules.
13 November 2017 Asian Growth Properties Limited Property Asian Growth Properties Limited hasannounced a related party transaction under the AIM rules.

Reorganisations

Announcement date Company Industry sector Key information
13 November 2017 Asian Growth Properties Limited Property Asian Growth Properties Limited (AGP) has announced a capital reduction, in order to enable the Company to make a special distribution payment to shareholders of surplus funds upon completion of its disposal of its existing assets to Asian Growth Properties Co. Limited (AGPCL).
AGP proposes to reduce its capital by approximately HK$345.33 million (£33.68 million), subject to approval by shareholders. It is proposed that the par value of each of the existing issued AGP shares of US$0.05 be reduced to US$0.00005 each by cancelling the capital paid up tehreon to the extent of US$0.04995 on each existing issued share, and that each of the authorised by unissued AGP shares of US$0.05 each be subdivided into 1000 AGP shares of US$0.00005 each.
The amount of the AGP Special Distribution Payment is expected to be HK$4.9584 (£0.4836) per AGP Share, amounting to approximately HK$4,394.86 million (£428.65 million) in aggregate.

Returns of value to shareholders

Announcement date Company Industry sector Key information
14 November 2017 Vectura Group plc Pharmaceuticals & biotechnology Vectura Group has announced that the board has approved a share buyback to return up to £15 million of capital to shareholders. A purchase for cancellation programme of Vectura ordinary shares of £0.00025 each will commence today, up to a maximum consideration of £15 million, until a period expiring on 11 May 2018.The purpose of the buyback is to reduce the share capital of Vectura and any shares purchased will be cancelled.

Secondary offers

Announcement date Issuer Industry sector Key information
17 November 2017 Hornby plc Consumer products Hornby has announced its intention to raise, in aggregate, approximately £12 million (before expenses) through the issue of up to 40,677,968 new ordinary shares at an issue price of 29.5 pence per new ordinary share, pursuant to a placing and open offer.
The placing is being conducted through an accelerated book building process.
16 November 2017 Victoria plc Consumer products
Retail & wholesale trade
Victoria has announced a placing to part fund the acquisition of Keraben Grupo S.A. of 20,271,140 vendor placing shares and 2,717,366 firm placing shares raising gross proceeds of £158.7 million and £21.3 million respectively.
The placing shares will represent approximately 20.17% of the enlarged share capital of the company.
The placing price of 783 pence per ordinary share represents a discount of 0.57% to the closing mid-market price of 787.5 pence per ordinary share on 15 November 2017.
The allotment and issue of the placing shares will not exceed the Company's existing authorities and therefore no shareholder approval is required.
15 November 2017 Old Mutual plc Financial services Old Mutual has announced that OM Asset Management plc has launched a public offering of 6,039,630 of its ordinary shares. The ordinary shares are being offered by Old Mutual, through its wholly owned subsidiary, OM Group (UK) Limited.
Morgan Stanley & Co. LLC is acting as sole book running manager for the offering.
15 November 2017 AFH Financial Group plc Financial services
Investment
AFH Financial Group has announced that it proposes to raise gross proceeds of £15 million through a placing by way of an accelerated bookbuild of new ordinary shares in the capital of the company at a price of 250 pence per new ordinary share.
The placing is not underwritten.
14 November 2017 Science in Sport plc Food & beverage Science in Sport has announced a conditional firm placing and open offer to raise up to approximately £15 million before costs through the issue of up to 21,425,420 new ordinary shares at the offer price of 70 pence per share.
The firm placing and open offer are conditional, inter alia, upon shareholders approving the resolutions at a general meeting. A circular containing a notice of general meeting will be sent to shareholders.
13 November 2017 Warpaint London plc Consumer products Warpaint London has announced the proposed acquisition of Retra Holdings Limited and a placing of up to 11,157,894 new ordinary shares to raise up to £21.2 million at a price of 190 pence per ordinary share.
The placing will be subject to approval of the resolutions to grant the directors authorities to allot and issue the placing shares and the consideration shares at the general meeting of shareholders which is being convened for 29 November 2017.

Takeovers

Announcement date Deal Industry sector Key information
14 November 2017 Gocompare.com Group plc possible offer by ZPG plc Media & Telecommunications ZPG has announced a possible offer for Gocompare.com Group plc.The PUSU deadline is on 12 December 2017.
The possible offer is followed by two unsolicited approaches from 26 May and on 8 November 2017.

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