TIDMFEVR
RNS Number : 1532G
Fevertree Drinks PLC
24 May 2017
THIS ANNOUNCEMENT IS NOT FOR RELEASE, DISTRIBUTION OR
PUBLICATION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO,
OR WITHIN AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA,
NEW ZEALAND OR THE UNITED STATES OR IN TO ANY OTHER JURISDICTION
WHERE SUCH AN ANNOUNCEMENT WOULD BE UNLAWFUL. FURTHER, THIS
ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND SHALL NOT
CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY,
SUBSCRIBE FOR OR OTHERWISE ACQUIRE ANY SHARES OR OTHER SECURITIES
OF FEVERTREE DRINKS PLC IN ANY JURISDICTION IN WHICH ANY SUCH OFFER
OR SOLICITATION WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICE
AT THE OF THIS ANNOUNCEMENT.
Fevertree Drinks plc
("Fever-Tree" or the "Company")
Proposed secondary placing of ordinary shares in Fever-Tree
Fever-Tree announces that it has been advised by Charles Rolls
(the "Selling Shareholder"), one of the Company's founders and its
Non-Executive Deputy Chairman, that he intends to sell
approximately 2,500,000 ordinary shares in the Company (the
"Placing Shares") via an accelerated bookbuild placing to
institutional investors (the "Placing"). The Placing Shares
represent approximately 2.2 per cent. of the issued share capital
of Fever-Tree.
Assuming that all of the Placing Shares are sold, the Selling
Shareholder would continue to have an interest in 14,927,505
ordinary shares in the Company, representing approximately 13.0 per
cent. of the Company's issued share capital.
The Placing is being managed by Investec Bank plc ("Investec"),
acting as sole bookrunner.
The final number of Placing Shares to be placed and the price at
which the Placing Shares are to be placed will be agreed by
Investec and the Selling Shareholder at the close of the bookbuild
process, and the results of the Placing will be announced as soon
as practicable thereafter. The timing for the close of the
bookbuild process will be at the absolute discretion of
Investec.
The Selling Shareholder has agreed that following completion of
the Placing, he will not, without Investec's prior written consent,
dispose of further ordinary shares in the Company for a period of 6
months (subject to certain customary exceptions).
The Company is not a party to the Placing and will not receive
any proceeds from the Placing.
The books for the Placing will open with immediate effect.
This announcement contains inside information as defined in
Article 7 of the Market Abuse Regulation No. 596/2014 ("MAR"). Upon
the publication of this announcement, this inside information is
now considered to be in the public domain.
For further information:
c/o FTI +44 (0)20
Fevertree Drinks plc 3727 1000
Tim Warrillow, Co-founder and
CEO
Andy Branchflower, Finance
Director
Investec Bank plc - Nominated +44 (0)20 7597
Adviser and Broker 5970
Garry Levin
Matt Lewis
Alex Wright
David Anderson
Notes to Editors:
Fever-Tree is the world's leading supplier of premium carbonated
mixers for alcoholic spirits by retail sales value, with
distribution to over 50 countries worldwide. Based in the UK, the
brand was launched in 2005 to provide high quality mixers which
could cater to the growing demand for premium spirits, in
particular gin, but also increasingly for vodka, rum and whisky.
The Company now sells a range of carbonated mixers to hotels,
restaurants, bars and cafes ("On-Trade") as well as selected retail
outlets ("Off-Trade"). Approximately 56 per cent of the Group's
sales were derived from outside of the UK in financial year 2016,
with key overseas markets in the US and Europe.
Important Notice:
Investec is authorised by the Prudential Regulation Authority
(the "PRA") and regulated in the United Kingdom by the PRA and the
Financial Conduct Authority. Investec is acting exclusively for the
Selling Shareholder and no one else in connection with the Placing,
and will not regard any other person as its client in relation to
the Placing and will not be responsible to anyone other than the
Selling Shareholder for providing the protections afforded to its
clients nor for providing advice in relation to the Placing, the
contents of this announcement or any transaction, arrangement or
other matter referred to herein.
Neither this announcement nor the information contained herein
is for publication, distribution or release, in whole or in part,
directly or indirectly, in or into or from the United States
(including its territories and possessions, any State of the United
States and the District of Columbia), Australia, Canada, Japan, New
Zealand, South Africa or any other jurisdiction where to do so
would constitute a violation of the relevant laws of such
jurisdiction. The distribution of this announcement may be
restricted by law in certain jurisdictions and persons who come
into possession of any document or other information referred to
herein should inform themselves about and observe any such
restrictions. Any failure to comply with these restrictions may
constitute a violation of the securities laws of any such
jurisdictions.
This announcement does not contain or constitute an offer of, or
the solicitation of an offer to buy or subscribe for, the
securities referred to herein to any person in any jurisdiction,
including the United States, Australia, Canada, Japan, New Zealand,
South Africa or in any jurisdiction to whom or in which such offer
or solicitation is unlawful.
The securities referred to herein may not be offered or sold,
directly or indirectly, in the United States unless registered
under the United States Securities Act of 1933, as amended (the "US
Securities Act") or offered in a transaction exempt from, or not
subject to, the registration requirements of the US Securities Act.
The offer and sale of securities referred to herein has not been
and will not be registered under the US Securities Act or under the
applicable securities laws of Australia, Canada, Japan, New Zealand
or South Africa. There will be no public offer of the Placing
Shares in the United States, Australia, Canada, Japan, New Zealand
or South Africa. Subject to certain exceptions, the Placing Shares
referred to herein may not be offered or sold in Australia, Canada,
Japan, New Zealand or South Africa or to, or for the account or
benefit of, any national, resident or citizen of Australia, Canada,
Japan, New Zealand or South Africa.
This announcement is directed at and is only being distributed
(A) in member states of the European Economic Area, to persons who
are qualified investors within the meaning of Article 2(1)(e) of
the Prospectus Directive (Directive 2003/71/EC as amended
(including amendments by Directive 2010/73/EU) the "Prospectus
Directive"); (B) in the United Kingdom to persons who (i) have
professional experience in matters relating to investments and who
fall within the definition of "investment professionals" in Article
19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005, as amended (the "Order") or, are high net
worth companies, unincorporated associations or partnerships or
trustees of high value trusts as described in Article 49(2) of the
Order; and (ii) are "qualified investors" as defined in section 86
of FSMA; and (C) otherwise, to persons to whom it may otherwise be
lawful to communicate it to (each a "Relevant Person"). No other
person should act or rely on this announcement and persons
distributing this announcement must satisfy themselves that it is
lawful to do so. Any investment or investment activity to which
this announcement relates is available only to Relevant Persons,
and will only be engaged with such persons. By accepting this
announcement you represent and agree that you are a Relevant
Person.
In connection with the Placing, Investec and any of its
affiliates, acting as investors for their own accounts, may take up
a portion of the Placing Shares in the Placing as a principal
position, and in that capacity may retain, purchase, sell, offer to
sell or otherwise deal for their own accounts in the Placing Shares
and other securities of the Company or related investments and may
offer or sell such Placing Shares or other investments otherwise
than in connection with the Placing. Accordingly, references in
this announcement to the Placing Shares being offered, acquired,
placed or otherwise dealt in should be read as including any offer,
acquisition, placing or dealing in the Placing Shares by, Investec
and any of its affiliates acting as an investor for their own
accounts. In addition, Investec or its affiliates may enter into
financing arrangements (including swaps) with investors in
connection with which Investec (or its affiliates) may from time to
time acquire, hold or dispose of ordinary shares in the Company.
Neither Investec nor any of its affiliates intend to disclose the
extent of any such investment or transactions otherwise than in
accordance with any legal or regulatory obligations to do so.
No reliance may be placed, for any purposes whatsoever, on the
information contained in this announcement or on its completeness
and this announcement should not be considered a recommendation by
the Company, the Selling Shareholder, Investec or any of their
respective affiliates in relation to any purchase of or
subscription for securities of the Company. No representation or
warranty, express or implied, is given by or on behalf of the
Company, the Selling Shareholder, Investec or any of their
respective directors, partners, officers, employees, advisers or
any other persons as to the accuracy, fairness or sufficiency of
the information or opinions contained in this announcement and none
of the information contained in this announcement has been
independently verified. Save in the case of fraud, no liability is
accepted for any errors, omissions or inaccuracies in such
information or opinions.
Forward-looking statements:
Certain statements in this announcement are forward-looking
statements. By their nature, forward-looking statements involve a
number of risks, uncertainties and assumptions that could cause
actual results or events to differ materially from those expressed
or implied by the forward-looking statements. These risks,
uncertainties and assumptions could adversely affect the outcome
and financial consequences of the plans and events described
herein. No one undertakes any obligation to publicly update or
revise any forward-looking statement, whether as a result of new
information, future events or otherwise. Readers should not place
any undue reliance on forward-looking statements which speak only
as of the date of this announcement. Statements contained in this
announcement regarding past trends or events should not be taken as
representation that such trends or events will continue in the
future.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IOEAIMATMBTTBLR
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