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Company Announcements

Schedule 1 - City of London Group plc

Related Companies

By LSE RNS

RNS Number : 9359Q

AIM

15 September 2017

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

COMPANY NAME:

City of London Group plc

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

City of London Group plc
6th Floor
60 Gracechurch Street
London EC3V 0HR

COUNTRY OF INCORPORATION:

England and Wales

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

http://www.cityoflondongroup.com/

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

Admission is being sought as a result of a reverse take-over under Rule 14.

The Company is currently an investing company focusing on providing finance to the SME and professional services sectors. It does this by financing trade and securing specialist funding throughout the supply chain to help fuel growth in these sectors. COLG's main country of operation is the United Kingdom.

The Company has conditionally agreed the acquisition of Milton Homes, which would constitute a reverse takeover under Rule 14 of the AIM Rules. The Company proposes to change its status from an investing company (for the purposes of the AIM Rules) to a trading company following completion of the acquisition and admission.

Milton Homes Limited is an equity release provider which has a UK residential property portfolio of 586 properties with a market value of approximately £77 million as at 30 June 2017. The Directors plan to start acquiring additional homes for equity release. The restart plan is expected to take 12-18 months and will require updating the business' systems and the rebuilding of Milton Homes' marketing and distribution network. The plan envisages investment of approximately £15 million in the first year with a total of £100 million over a five year period.

Going forward, the Company will also continue to operate and grow the business of Credit Asset Management Limited and Professions Funding Limited, its lease and professions funding platform.

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

TBC

CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

Capital to be raised on admission £7m

Market capitalisation of the issued and to be issued ordinary share capital TBC.

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

TBC

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:

None

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

Directors:

Lorraine Elizabeth Young - Independent Non-Executive Director

Paul George Milner - Non-Executive Chairman (to become Executive Director with effect from Admission)

Andrew (Andy) John Crossley - Independent Non-Executive Director

Proposed Directors:

Colin Barry Wagman - Non-Executive Chairman

Michael Howard Goldstein - Chief Executive Officer

Christopher (Chris) Robin Rumsey - Managing Director

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

The table below assumes that no open offer Entitlements are taken up by Shareholders

	Current interest in the Company		Proposed interests in the Enlarged Group following Open Offer		Proposed interests in the Enlarged Group following Admission
Name	No. of Existing Ordinary Shares	% of the Existing Ordinary Share Capital	Total holding of New Ordinary Shares at Open Offer	% of issued Enlarged Ordinary Share Capital	Total holding of New Ordinary Shares at Admission	% of issued Further Enlarged Ordinary Share Capital
Max Barney Investments Limited (and related parties)	8,363,892	22.8%	4,862,624	77.3%	11,307,079	39.42%
Cain Hoy	2,933,473	7.96%	146,673	2.33%	146,673	0.51%
McCourt Shoreditch COLG LLC	2,933,473	7.96%	146,673	2.33%	146,673	0.51%
Helium Special Situations Fund	5,779,428	15.68%	288,971	4.60%	288,971	1.01%
Andrew Crowe¹	1,905,143	5.17%	95,257	1.52%	95,257	0.33%
Galliard Holdings Limited	1,466,737	3.98%	73,336	1.17%	73,336	0.26%
The BL & RB Foundation	1,325,000	3.60%	66,250	1.05%	66,250	0.23%
DV4	-	-	-	-	14,666,667	51%

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

BBG Real Estate Advisers LLP who are advising the Company in respect of their leasehold property arrangements for a fee of approximately £18,500 (plus VAT).

Michael Hughes - the release from his obligation to repay a debt of £100,000 to the Company, a significant proportion of which was set off against a liability for bonus payments due to Michael Hughes from Credit Asset Management Limited, a subsidiary of the Company, as part of the compensation arrangements for the termination of his appointment as a director of that company.

(i) ANTICIPATED ACCOUNTING REFERENCE DATE

(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

i) 31^st March

ii) 31^st March 2017 with respect to the company; 31 December 2016 with respect to Milton Homes Limited

iii) 31^st December 2017 (half year report to 30^th September 2017)

iv) 30^th September 2018 (full year report to 31^st March 2018)

v) 31^st December 2018 (half year report to 30^th September 2018)

EXPECTED ADMISSION DATE:

5 October 2017

NAME AND ADDRESS OF NOMINATED ADVISER:

Peel Hunt LLP

Moor House

120 London Wall

London

EC2Y 5ET

United Kingdom

NAME AND ADDRESS OF BROKER:

Peel Hunt LLP

Moor House

120 London Wall

London

EC2Y 5ET

United Kingdom

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

The admission document will contain full details about the applicant and the admission of its securities and will be available here: http://www.cityoflondongroup.com

DATE OF NOTIFICATION:

15 September 2017

NEW/ UPDATE:

New

This information is provided by RNS

The company news service from the London Stock Exchange

END

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