RNS Number : 3885J
Applied Nutrition PLC
24 October 2024
 

This announcement is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into the United States, Canada, Japan, the Republic of South Africa, Australia or any jurisdiction where to do so would constitute a violation of the relevant laws in that jurisdiction or which would require any registration or licensing within that jurisdiction.

This announcement is an advertisement for the purposes of Rule 3.3.2 of the Prospectus Regulation Rules made by the Financial Conduct Authority (the "FCA") under section 73A of the United Kingdom's Financial Services and Markets Act 2000, as amended ("FSMA"). This announcement is not a prospectus and investors should not purchase any securities referred to in this announcement except on the basis of the information in the final prospectus (the "Prospectus") published by Applied Nutrition plc (the "Company" or "Applied Nutrition" and, together with its subsidiaries, the "Group") and approved by the FCA in relation to the offer (the "Offer") for sale of existing ordinary shares in the capital of the Company and admission ("Admission") of the ordinary shares in the Company (the "Shares") to trading on London Stock Exchange plc's main market for listed securities and to listing in the equity shares (commercial companies) category of the official list of the FCA (the Offer and Admission together, the "Transaction").

Applied Nutrition plc

Announcement of Pricing and Offer Size

Following the Announcement of Price Range on 15 October 2024 for its initial public offering, Applied Nutrition today announces the successful pricing of its initial public offering at 140 pence per Share (the "Offer Price").

Based on the Offer Price, Applied Nutrition's market capitalisation will be approximately £350 million at the commencement of conditional dealings on the main market for listed securities of London Stock Exchange plc.

Thomas Ryder, CEO of Applied Nutrition, said:

"As a homegrown UK business based in Knowsley, Liverpool, we could not be prouder to be listing on the London Stock Exchange. We are delighted with the support shown by investors during our roadshow, and the top-quality shareholder register that we have secured.  As we reach this important milestone in our journey, I would like to thank our employees for their continuing hard work and dedication.

"We are only scratching the surface of our growth opportunity and this IPO positions us ideally for the next step of our development. We are confident it will assist in our vision to create the world's most trusted and innovative sports nutrition, health & wellness brand."

Offer highlights:

·     

The Offer Price has been set at 140 pence per Share, equating to a market capitalisation of approximately £350 million at the commencement of conditional dealings.



·     

The Offer comprises 112,500,000 existing Shares being sold by certain existing shareholders of the Company.



·     

This equates to a total offer size of £157.5 million and represents approximately 45% of the Company's issued share capital on Admission.



·     

Immediately following Admission, the Company's issued share capital will be 250,000,000 Shares.



·     

The Offer included an intermediaries offer, using Retail Book Limited for distribution to retail investors in the United Kingdom (the "RetailBook Intermediaries Offer"). Of the 112,500,000 Shares sold in the Offer, 15,802,938 Shares will be sold to intermediaries through the RetailBook Intermediaries Offer, raising approximately £22 million.



·     

The Cornerstone Investors have subscribed for 17,857,141 Shares, of which 9,999,999 Shares were included in the institutional offer and 7,857,142 Shares included in the RetailBook Intermediaries Offer.

 

Admission and Dealings

·     

Commencement of conditional dealings in the Shares on the London Stock Exchange is expected to take place at 8:00 a.m. on 24 October 2024 under the ticker APN (ISIN: GB00BPVDXX64). Investors should note that only those who applied for and were allocated Shares in the Offer will be able to deal in the Shares on a conditional basis.



·     

Admission of the Shares to the equity shares (commercial companies) category of the official list of the FCA and to trading on the main market for listed securities of London Stock Exchange plc, and the commencement of unconditional dealings in the Shares on the London Stock Exchange is expected to take place at 8.00 a.m. on 29 October 2024.



·     

The pricing statement related to the Offer will be published later today on the Company's website at http://appliednutritionplc.com/.

 

For more information, please contact:

Alma Strategic Communications (Public Relations adviser to Applied Nutrition)

Rebecca Sanders-Hewett, Josh Royston, Sam Modlin, Joe Pederzolli, Sarah Peters

T:  +44 (0) 203 405 0205

appliednutrition@almastrategic.com

Sole Sponsor, Sole Global Co-ordinator and Sole Bookrunner

Deutsche Numis

James Taylor, Tom Jacob, Jamie Loughborough, Jonny Abbott, Henry Slater

T:  +44 (0) 207 260 1000

IMPORTANT LEGAL INFORMATION

The contents of this announcement, which has been prepared by and is the sole responsibility of the  Company, have been approved by Numis Securities Limited trading as Deutsche Numis ("Deutsche Numis") solely for the purposes of section 21(2)(b) of FSMA.

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance should be placed for any purposes whatsoever on the information contained in this announcement or on its completeness, including (without limitation) in connection with any contract or commitment or investment decision whatsoever.

This announcement is not for publication, distribution or release, in whole or in part, directly or indirectly, in or into the United States of America. This announcement is not an offer of securities for sale into the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States, except pursuant to an applicable exemption from the registration requirements under the Securities Act. No public offering of securities is being made in the United States.

This announcement is not for publication, distribution or release, in whole or in part, directly or indirectly, in or into Australia, the Republic of South Africa, Japan, Canada or any other country outside of the United Kingdom where such distribution may lead to a breach of any legal or regulatory requirement (each a "Restricted Jurisdiction"). The Shares have not been, and will not be, registered under the applicable securities laws of (and clearances have not been, and will not be, obtained from the relevant securities authorities or commissions of) any Restricted Jurisdiction. The distribution of this announcement in or into (or to persons or residents in, or citizens of) jurisdictions outside of the United Kingdom may be restricted by law and persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions. Any failure to comply with these restrictions may constitute a violation of the laws of the relevant jurisdiction.

In the member states of the European Economic Area ("EEA"), this announcement is only addressed to and directed at persons who are qualified investors within the meaning of the Prospectus Regulation ("Qualified Investors"). The term "Prospectus Regulation" means either (a) Regulation (EU) 2017/1129 of the European Parliament and of the Council (as amended) on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market; and repealing Directive 2003/71/EC, or (b) the United Kingdom's version of Regulation (EU) 2017/1129 of the European Parliament and of the Council (as amended) on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, which is part of United Kingdom's law by virtue of the European Union (Withdrawal) Act 2018, as applicable. In the United Kingdom, this announcement is only addressed to and directed at Qualified Investors in the United Kingdom who are reasonably believed by the Company to be persons of a kind described in Article 19 (Investment Professionals), Article 48 (High Net Worth Individuals) and Article 49 (High Net Worth Companies, Unincorporated Associations, etc) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended ("FPO") or any other recipient that is a Qualified Investor in the United Kingdom to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of FSMA) in connection with the sale of any securities of the Company may otherwise lawfully be communicated or caused to be communicated (together, "Relevant Persons").

Persons who fall outside these categories in the EEA or the United Kingdom, respectively, should not rely on or act upon the matters communicated in this announcement. Any investment activity to which this announcement relates (i) in the United Kingdom is available only to, and may be engaged in only with, Relevant Persons, and (ii) in any member state of the EEA is available only to, and may be engaged only with, Qualified Investors.

This announcement may contain forward-looking statements, which relate, inter alia, to the Group's proposed strategy, plans and objectives. Forward-looking statements are sometimes identified by the use of terminology such as (but not limited to) "believes", "expects", "may", "will", "could", "shall", "risk", "intends", "estimates", "aims", "plans", "predicts", "continues", "assumes", "positions" or "anticipates" or the negatives thereof, other variations thereon or comparable terminology. By its very nature, such forward-looking information requires the Company to make assumptions that may or may not materialise. Such forward-looking statements may be price-sensitive and involve known and unknown risks, uncertainties and other important factors beyond the control of the Company that could cause the actual performance or achievements of the Group to be materially different from such forward-looking statements. Past performance is not a reliable indicator of future results and, in particular, past performance of the Group cannot be relied upon as a guide to future performance. Accordingly, you should not rely on any forward-looking statements and the Company accepts no obligation to disseminate any updates or revisions to such forward-looking statements. No statement in this announcement is intended as a profit forecast or a profit estimate and no statement in this announcement should be interpreted to mean that earnings per share for the current or future financial periods would necessarily match or exceed historical published earnings per share. As a result, you are cautioned not to place any undue reliance on such forward-looking statements. Neither the Company nor anyone else is under any obligation to update or keep current the information contained in this announcement. No representation or warranty, express or implied, is given by or on behalf of the Company, Numis Securities Limited trading as Deutsche Numis ("Deutsche Numis") or any of their directors, officers, partners, employees, advisers, agents, affiliates, representatives or any other persons as to the accuracy, fairness, completeness, verification or sufficiency of the information or opinions contained in this announcement or for any other statement made or purported to be made by them, or on their behalf, in connection with the Company, the Shares or the Transaction and nothing in the announcement will be relied upon as a promise or representation in this respect, whether as to the past or future. Save in the case of fraud, no liability is accepted for any errors, omissions or inaccuracies in any of the information or opinions in this announcement or for any loss, cost or damage suffered or incurred howsoever arising, directly or indirectly, from any use of this announcement or otherwise in connection with the subject matter of this announcement. Accordingly, each of the Company and Deutsche Numis disclaims, to the fullest extent permitted by applicable law, all and any responsibility or liability, whether arising in tort, contract or otherwise (save as referred to above), which it might otherwise have in respect of the announcement or any such statement.

Any purchase of Shares in the Offer should be made solely on the basis of information contained in the Prospectus. The information in this announcement is subject to change. Before purchasing any Shares, persons viewing this announcement should ensure that they fully understand and accept the risks which are set out in the Prospectus. This announcement shall not constitute, or form part of, any offer or invitation to sell, or any solicitation of any offer to acquire, any Shares or any other securities, nor shall it (or any part of it), or the fact of its distribution, form the basis of, or be relied on in connection with, or act as any inducement to enter into, any contract or commitment whatsoever.

Potential investors should not base their financial decision on this announcement. Acquiring investments to which this announcement relates may expose an investor to a significant risk of losing all of the amount invested. Persons considering making investments should consult an authorised person specialising in advising on such investments. This announcement does not constitute a recommendation concerning the Offer. The value of shares can decrease as well as increase. Potential investors should consult a professional adviser as to the suitability of the Offer for the person concerned.

Deutsche Numis is authorised and regulated in the United Kingdom by the FCA. Deutsche Numis is acting exclusively for the Company and no one else in connection with the Offer and will not regard any other person as a client in relation to the Offer and will not be responsible to anyone other than the Company for providing the protections afforded to its clients nor for giving advice in relation to the Offer or any transaction or arrangement referred to in this announcement. Deutsche Numis and its affiliates may have engaged in transactions with, and provided various investment banking, financial advisory and other services to, the Company for which they would have received customary fees. Apart from the responsibilities and liabilities, if any, that may be imposed on Deutsche Numis by FSMA or the regulatory regime established thereunder, or under the regulatory regime of any jurisdiction where the exclusion of liability under the relevant regulatory regime would be illegal, void or unenforceable, Deutsche Numis accepts no responsibility whatsoever for, and makes no representation or warranty, express or implied, as to the contents of, this announcement or for any other statement made or purported to be made by it, or on its behalf, in connection with the Company, the Shares or the Offer and nothing in this announcement will be relied upon as a promise or representation in this respect, whether or not to the past or future.

Certain data in this announcement, including financial, statistical and operating information has been rounded. As a result of the rounding, the totals of data presented in this announcement may vary slightly from the actual arithmetic totals of such data. Percentages in tables have been rounded and accordingly may not add up to 100%.

For the avoidance of doubt, the contents of the Company's websites, or any website directly or indirectly linked to the Company's websites, are not incorporated by reference into, and do not form part of, this announcement.

 

 

 

 

 

 

 

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