Premier Asset Management Group PLC Court Sanction of Scheme of Arrangement (4488T)

TIDMPAM TIDMMGR

RNS Number : 4488T

Premier Asset Management Group PLC

14 November 2019

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO ANY RESTRICTED JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

14 November 2019

Premier Asset Management Group PLC

("Premier" or the "Company")

Court Sanction of Scheme of Arrangement

Scheme becomes Effective

Further to Miton Group plc's announcement yesterday that the Court has sanctioned the scheme of arrangement under Part 26 of the Companies Act 2006 (the "Scheme") by which the recommended all-share merger of Premier and Miton is being implemented, Premier is pleased to announce that all conditions to the Scheme have now been satisfied or waived and the Scheme has now become Effective in accordance with its terms as set out in the scheme document published by Miton on 17 September 2019 (the "Scheme Document").

Board changes

As set out in the Scheme Document and with effect from the date of this announcement, Luke Wiseman and Neil Macpherson have resigned from the board of directors of Premier, and Katrina Hart and Piers Harrison have been appointed to the board of directors of Premier. A further announcement regarding these directorship appointments will be made today. It is also expected that David Barron will be appointed to the board of directors of Premier at the beginning of December 2019.

Delisting and cancellation of trading of Miton Shares

Dealings in Miton Shares on AIM have each been suspended with effect from 7.30 am today, 14 November 2019. It is expected that the admission to trading of Miton Shares on AIM will be cancelled with effect from 7.00 am tomorrow, 15 November 2019.

Consideration due to Miton Shareholders

Miton Shareholders on the register at the Scheme Record Time (being 6.00 pm yesterday, 13 November 2019) will receive 0.30186 of a New Share in exchange for each Miton Share.

As further described in the Scheme Document, New Shares in uncertificated form are expected to be credited to CREST accounts on or soon after 8.00 am on 15 November 2019 (but no later than 28 November 2019) and definitive share certificates for the New Shares in certificated form are expected to be dispatched by no later than 28 November 2019.

Admission of New Shares

An application has been made for the admission to trading on AIM of 52,111,725 New Shares ("Admission"). Admission is expected to take place by 8.00 am on 15 November 2019. The New Shares will rank pari passu in all respects with Premier's existing shares in issue. Following Admission, the Company's enlarged issued share capital will comprise 157,913,035 ordinary shares with one voting right per share. The total number of voting rights in the Company is therefore 157,913,035. This figure of 157,913,035 ordinary shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

General

Unless otherwise defined, all capitalised terms in this announcement shall have the meaning given to them in the Scheme Document.

Enquiries:

 
  Premier Asset Management Group          Tel: 01483 306090 
   PLC                                     Neil Macpherson 
  Fenchurch                               Tel: 020 7382 222 
   (Lead Financial Adviser to Premier)     Vincent Bounie 
                                           Philip Evans 
  Numis Securities Limited                Tel: 020 7260 1000 
   (Financial Adviser, Nominated           Kevin Cruickshank 
   Adviser and Joint Corporate             Charles Farquhar 
   Broker) 
  Smithfield Consultants                  Tel: 020 3047 2544 
   (Financial PR)                          John Kiely 
                                           Andrew Wilde

Note to editors

About Premier

Premier is a UK retail asset management group with a focus on delivering good investment outcomes for investors through relevant products and active management across its range of investment strategies, which include multi-asset, equity and absolute return funds. Premier had GBP6.6 billion of assets under management as at 30 September 2019.

LEI Number: 213800LK2M4CLJ4H2V85

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