TIDMBREE
RNS Number : 2070S
Breedon Group PLC
08 March 2023
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES,
AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR ANY OTHER JURISDICTION
WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
FURTHER, THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS
NOT AN OFFER OF SECURITIES IN ANY JURISDICTION.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.
8 March 2023
BREEDON GROUP PLC
Intention to move from AIM to the Premium Segment of the
Official List
and to trading on the Main Market
To reflect our scale, maturity and growth ambitions, Breedon
Group plc ("Breedon", the "Group" or the "Company") today announces
its intention to move Breedon's ordinary shares to the premium
listing segment of the Official List and to trading on the Main
Market of the London Stock Exchange ("Admission").
In 2010, when the Breedon assets were first acquired, we owned
c.180 million tonnes of mineral reserves and resources and operated
29 quarries in Great Britain. Today we own one billion tonnes of
mineral reserves and resources and operate over 300 sites across GB
and Ireland. We generate nearly GBP1.4bn in revenue and GBP235m of
Underlying EBITDA, providing employment and opportunity for 3,700
colleagues.
As an established business, with a track record for growth and
cash generation, robust corporate governance and ambitions for
further expansion, the Directors believe the Main Market now offers
the appropriate listing for a group of our scale and heritage;
accordingly we intend to seek admission to the premium segment of
the Official List in the coming months.
The Directors consider that Admission would further enhance
Breedon's corporate profile and recognition, as well as extending
the opportunity to invest in the Group to index tracker funds and a
broader group of international institutional shareholders.
Subject to the necessary conditions and regulatory approvals
being met, Admission is expected to occur during the second quarter
of this year.
Breedon does not intend to raise funds in connection with
Admission.
As part of Admission, the Directors intend to establish a new
holding company incorporated in England ("New Breedon") and
undertake a share consolidation to reduce the absolute number of
shares in issue. A general meeting of the Company will be called to
approve these actions in due course.
Shareholders should note that the Company's shares will no
longer be traded on AIM with effect from Admission and should take
their own financial and taxation advice regarding the consequences
of Admission.
Breedon will make a further announcement on the status of the
proposed applications for Admission and the timeline for Admission
in due course.
Amit Bhatia, Non-executive Chairman of Breedon, commented:
"Being a member of AIM has served us well. For over a decade the
AIM market provided us with access to diverse and engaged
investors, within a supportive community that understands the needs
of entrepreneurial businesses such as Breedon and we thank them
wholeheartedly for their support.
"As an established business, with a track record for growth and
value creation, we believe the Main Market now offers the
appropriate listing for a company of our scale and heritage and,
subject to the required approvals, look forward to our future as a
member of the Official List."
ENQUIRIES:
Breedon Group plc +44 (0) 1332 694010
Rob Wood, Chief Executive Officer
James Brotherton, Chief Financial Officer
Louise Turner-Smith, Head of Investor Relations +44 (0) 7860 911909
+44 (0) 207 634
Moelis (Financial Adviser to Breedon) 3500
Mark Aedy, Daniel Muldoon, Andrew Welby
+44 (0) 20 7260
Numis (Sponsor, NOMAD and joint broker) 1000
Ben Stoop, Oliver Hardy (NOMAD)
+44 (0) 20 7991
HSBC (Joint broker) 8888
Sam McLennan, Joe Weaving
+44 (0) 20 3128
MHP (Public relations adviser) 8193
Reg Hoare, Rachel Farrington, Charles Hirst breedon@mhpgroup.com
This announcement contains inside information for the purposes
of Article 7 of the Market Abuse Regulation (EU) No. 596/2014, as
it forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018 (as amended).
About Breedon Group plc
Breedon Group plc, a leading vertically-integrated construction
materials group in Great Britain and Ireland, delivers essential
products to the construction sector. Breedon holds 1bn tonnes of
mineral reserves and resources with long reserve life, supplying
value-added products and services, including specialty materials,
surfacing and highway maintenance operations, to a broad range of
customers through its extensive local network of quarries,
ready-mixed concrete and asphalt plants.
The Group's two well-invested cement plants are actively engaged
in a number of carbon reduction practices, which include utilising
alternative raw materials and lower carbon fuels. Breedon's 3,700
colleagues embody our commitment to 'Make a Material Difference' as
the Group continues to execute its strategy to create sustainable
value for all stakeholders, delivering growth through organic
improvement and acquisition in the heavyside construction materials
market.
Important information
This announcement may include statements that are, or may be
deemed to be, "forward-looking statements" (including words such as
"believe", "expect", "estimate", "intend", "anticipate" and words
of similar meaning). By their nature, forward-looking statements
involve risk and uncertainty since they relate to future events and
circumstances, and actual results may, and often do, differ
materially from any forward-looking statements. Any forward-looking
statements in this announcement reflect management's view with
respect to future events as at the date of this announcement. Save
as required by applicable law, the Company undertakes no obligation
to publicly revise any forward-looking statements in this
announcement, whether following any change in its expectations or
to reflect events or circumstances after the date of this
announcement.
This announcement does not constitute an offer to sell, or the
solicitation of an offer to acquire or subscribe for, shares in the
Company or New Breedon in any jurisdiction. The distribution of
this announcement outside the UK may be restricted by law. No
action has been taken by the Company or New Breedon that would
permit possession of this announcement in any jurisdiction outside
the UK where action for that purpose is required. Persons outside
the UK who come into possession of this announcement should inform
themselves about the distribution of this announcement in their
particular jurisdiction.
The Company's and New Breedon's ordinary shares have not been,
and will not be, registered under the US Securities Act of 1933, as
amended (the "US Securities Act"), or under the securities laws of
any state or other jurisdiction of the United States. The ordinary
shares may not be offered, sold, resold, transferred or delivered,
directly or indirectly, within the United States, except pursuant
to an exemption from, or in a transaction not subject to, the
registration requirements of the US Securities Act and in
compliance with any applicable securities laws of any state or
other jurisdiction in the United States.
Numis Securities Limited ("Numis"), which is authorised and
regulated in the United Kingdom by the FCA, is acting exclusively
for the Company and New Breedon as Sponsor and no one else in
connection with Admission and it will not regard any other person
as a client in relation to Admission and will not be responsible to
anyone other than the Company and New Breedon for providing the
protections afforded to its clients or for providing advice in
relation to Admission or any other transaction, matter, or
arrangement referred to in this announcement.
This announcement has been issued by, and is the sole
responsibility of, the Company. No representation or warranty,
express or implied, is or will be made as to, or in relation to,
and no responsibility or liability is or will be accepted by Numis
or by any of its affiliates, directors, officers, employees,
advisers or agents as to or in relation to, the accuracy or
completeness of this announcement or any other written or oral
information made available to or publicly available to any
interested party or its advisers, and any liability therefore is
expressly disclaimed.
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END
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