TIDMSFOR
RNS Number : 3567L
S4 Capital PLC
24 December 2018
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES,
AUSTRALIA, CANADA, GUERNSEY, JERSEY, JAPAN, HONG KONG SPECIAL
ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA, ANY MEMBER
STATE OF THE EUROPEAN ECONOMIC AREA (OTHER THAN THE UNITED KINGDOM)
OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.
24 December 2018
S(4) CAPITAL PLC
("S(4) Capital" or the "Company")
Admission to Trading on the London Stock Exchange
S(4) Capital plc (SFOR.L), is pleased to announce that following
the publication of its Prospectus on 4 December 2018, 107,902,245
ordinary shares of GBP0.25 each ("New Ordinary Shares") will be
admitted to the Standard Segment of the Official List of the
Financial Conduct Authority and to trading on the London Stock
Exchange's Main Market at 8.00 a.m. GMT today under the ticker
"SFOR" ("Admission"). The ISIN is GB00BFZZM640.
Upon Admission:
-- the MightyHive Merger will become unconditional;
-- 3,561,431 New Ordinary Shares will be issued to the S4 Capital Employee Benefit Trust; and
-- the appointment of Peter Kim, Christopher Martin and Daniel
Pinto to the Company's board will become effective.
A further 8,984,159 ordinary shares of GBP0.25 each in the
capital of the Company will also be admitted to the the Standard
Segment of the Official List of the Financial Conduct Authority and
to trading on the London Stock Exchange's Main Market by way of a
block listing at 8.00 a.m. GMT today.
Sir Martin Sorrell, Executive Chairman, commented: "We are
delighted to announce the closing of the MightyHive merger and
welcome MightyHive principals, Pete Kim and Chris Martin and
Stanhope CEO Daniel Pinto to the S(4) Capital plc Board.
S(4) Capital is now fully operational in the areas of digital
content, programmatic media planning and buying, using extensive
first party data for both functions in twelve countries with
approximately 1,200 people - from New York, Los Angeles, San
Francisco, Toronto, Mexico City, Sao Paolo, Buenos Aires, London,
Amsterdam, Stockholm, Dubai, Shanghai, Singapore and Sydney.
Further geographical priorities include Germany, India and
Japan.
S(4) Capital is now in a position to compete for comprehensive
digital-first mandates at the highest levels and is beginning to
succeed meaningfully."
Peter Kim is currently a director of The Center for
Investigative Reporting and previously was a director of Frontier
Utilities, LLC.
Daniel Pinto is currently a director of 69-71 Harcourt Terrace
Limited, New City Initiative Europe, Pinto Films LLP, Soparexo SA,
Stanhope Capital (Cayman) Limited, Stanhope Capital (Corporate
Member) Limited, Stanhope Capital (Jersey) Limited, Stanhope
Capital (Switzerland) SA and Stanhope Capital Management Limited.
Daniel was previously a director of Jewson Associates Limited and
Stanhope Capital LLP.
Christopher Martin holds no other directorships.
Since the publication of a prospectus by the Company on 4
December 2018, the MightyHive Group has continued to trade in line
with management expectations.
The Company's issued share capital is 363,396,923 Ordinary
Shares. This figure may be used by shareowners as the denominator
for the calculations by which they will determine whether they are
required to notify their interests in, or a change to their
interest in, the Company under the Financial Conduct Authority's
Disclosure Guidance and Transparency Rules.
This Announcement should be read in its entirety. In particular,
you should read and understand the information provided in the
"Important Notices" section below.
S(4) Capital plc via Powerscourt
Sir Martin Sorrell (Executive Chairman)
Powerscourt (PR Adviser to S(4) Capital Tel: +44 (0)20 3328
plc) 9386
Elly Williamson
John Elliott
HSBC Bank plc (Joint Corporate Broker Tel: +44 (0)20 7991
to S(4) Capital plc) 8888
Adrian Lewis
Sam Barnett
Sam Hart
Dowgate Capital Limited (Joint Corporate Tel: +44 (0)20 3903
Broker to S(4) Capital plc) 7715
James Serjeant
David Poutney
Sir Martin Sorrell, Executive Chairman
S(4) Capital plc, 12 St James's Place, London SW1A 1NX
LEI 21380068SP9V65KPQN68
IMPORTANT NOTICES
This Announcement has been prepared by, and is the sole
responsibility of, the Directors of S(4) Capital plc.
Dowgate, which is authorised and regulated in the United Kingdom
by the Financial Conduct Authority (the "FCA"), is acting for S(4)
Capital plc in connection with the proposals set out in this
Announcement and for no one else and will not be responsible to
anyone other than S(4) Capital plc for providing the protections
afforded to their clients or for providing advice in relation to
this Announcement or any matters referred to herein.
HSBC, which is authorised and regulated in the United Kingdom by
the Prudential Regulation Authority and the FCA, is acting for S(4)
Capital plc in connection with the proposals set out in this
Announcement and for no one else and will not be responsible to
anyone other than S(4) Capital plc for providing the protections
afforded to their clients or for providing advice in relation to
this Announcement or any matters referred to herein.
No representation or warranty, express or implied, is made by
Dowgate or HSBC or any of their respective affiliates as to the
contents of this Announcement, or for the omission of any material
from this Announcement, including its accuracy, fairness,
completeness or verification in connection with the Company or the
Issue and nothing in this Announcement is, or shall be relied upon
as, a warranty or representation in this respect, whether as to the
past or future. No liability whatsoever is accepted by either HSBC
or Dowgate or any of their respective affiliates for the accuracy
of any information or opinions contained in this Agreement or for
the omission of any material information, for which the Company is
solely responsible. Neither Dowgate nor HSBC has authorised the
contents of, or any part of, this Announcement and no liability
whatsoever is accepted by Dowgate or HSBC for the accuracy of any
information or opinions contained in this document or for the
omission of any information from this Announcement.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
MSCFESEEEFASESE
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December 24, 2018 02:00 ET (07:00 GMT)
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