Market Tracker weekly round-up—25 January 2019

28 Jan 2019 | 7 min read

Weekly round-up of the latest corporate announcements, including a recommended cash offer by Mastercard International Inc for Earthport plc, a recommended all-share merger for MedicX Fund Limited by Primary Health Properties plc, and a final recommended cash offer by Apollo Global Management LLC for RPC Group plc, an IPO by Techniplas Inc, secondary offers by Blue Prism Group plc, Gordon Dadds plc, Savannah Petroleum plc, eve Sleep plc, Draper Esprit plc and M&G Credit Income Trust plc, a capital reorganisation by SSP Group plc, a joint venture by Toyota Motor Corporation & Panasonic Corporation, delistings of Terra Capital plc, Frontera Resources Corporation, and Fishing Republic plc, 4 Listing Rules/AIM Rule transactions, and 5 AGM notices.

The weekly round-up covers all deals announced within our statement of scope until 12 noon on the Friday of the previous week. Any deals announced after this time will be included in the following day's round-up.

All transactions covered in this update are available on the Market Tracker deal analysis tool containing over 4,000 public company deal summaries.

The Market Tracker weekly bulletin looks in more detail at the latest transaction developments, mini trends and analysis of corporate deal documents. For trend reports and other analysis see our Trend Reports subtopic.

New deals (and AGMs) announced:

AGMs

Announcement dateCompanyIndustry sectorKey information
23 January 2019IntegraFin Holdings plcFinancial ServicesIntegraFin Holdings has announced that its 2019 AGM will be held on 21 February 2019.
23 January 2019RWS Holdings plcProfessional ServicesRWS Holdings has announced that its 2019 AGM will be held on 13 February 2019.
22 January 2019Sage Group plcComputing & ITSage Group has announced that its 2019 AGM will be held on 27 February 2019.
21 January 2019Rotork plcEngineering & ManufacturingRotork has announced that its 2019 AGM will be held on 26 April 2019.
21 January 2019Watkin Jones plcConstructionWatkin Jones has announced that its 2019 AGM will be held on 14 February 2019.

Capital reorganisations

Announcement dateCompanyIndustry sectorKey information
22 January 2019SSP Group plcTravel, Hospitality, Leisure & TourismSSP Group announced a proposed share consolidation whereby every 21 existing ordinary shares will be consolidated into 20 new ordinary shares. The capital reorganisation is intended to maintain comparability of the company’s share price before and after a proposed special dividend. The share consolidation is subject to shareholder approval at the company’s AGM on 21 February 2019.

Delistings

Announcement dateDelisting companyIndustry sectorKey information
25 January 2019Terra Capital plcInvestmentTerra Capital has announced it will seek shareholder approval to cancel the admission of its ordinary shares to trading on AIM and put the company into a members’ voluntary liquidation. The company has realised its full portfolio of investments and intends to return $10.3 million (approximately £7.9 million) via a compulsory partial redemption of its ordinary shares. The redemption payment date is expected to be 7 February 2019.
24 January 2019Frontera Resources CorporationOil & GasFrontera Resources has announced its shares are no longer listed for trading on AIM. The company will continue to advance its work as a private company.
21 January 2019Fishing Republic plcRetail & Wholesale TradeFishing Republic has announced that its shares have been cancelled from trading on AIM. The company’s shares were suspended on 16 October 2018 as strong competitive pressures had significantly affected the group’s sales.

IPOs

Announcement dateIssuerIndustry sectorKey information
24 January 2019Techniplas IncComputing & ITTechniplas announced an intention to float on AIM.

Joint ventures

Announcement dateDealIndustry sectorKey information
22 January 2019Toyota Motor Corporation & Panasonic CorporationAutomotiveToyota Motor Corporation announced a joint venture related to the automotive prismatic battery business, pending approval from the competition law authorities in the countries and regions concerned. The ratio of equity participation in the joint venture will be 51 percent for Toyota and 49 percent for Panasonic.

LR/AIM Rules transactions

Announcement dateCompanyIndustry sectorKey information
25 January 2019Fuller, Smith & Turner plcFood & BeveragesFuller, Smith & Turner announced a Class 1 transaction under the Listing Rules.
24 January 2019Primary Health Properties plcPropertyPrimary Health Properties announced a Class 1 transaction under the Listing Rules.
24 January 2019Savannah Petroleum plcMining, Metals & ExtractionSavannah Petroleum announced a related party transaction under the AIM Rules.
23 January 2019eve Sleep plcConsumer Productseve Sleep announced a related party transaction under the AIM Rules.

Returns of value to shareholders

Announcement dateCompanyIndustry sectorKey information
22 January 2019SSP Group plcTravel, Hospitality, Leisure & TourismSSP Group announced a proposed special dividend to return approximately £150 million to shareholders. Shareholders will receive 32.1 pence per existing ordinary share. The dividend is expected to be paid on 26 April 2019. The special dividend is subject to shareholder approval at the company’s AGM on 21 February 2019.

Secondary offers

Announcement dateIssuerIndustry sectorKey information
24 January 2019Blue Prism Group plcComputing & ITBlue Prism Group announced a placing to raise approximately £100 million in gross proceeds. The placing is subject to shareholder approval. The company’s general meeting will be held on 11 February 2019. It is expected that the placing shares will be admitted to trading on 12 February 2019.
24 January 2019Gordon Dadds plcProfessional ServicesGordon Dadds announced a proposed placing by way of an accelerated bookbuild, to raise a minimum of £10 million.
24 January 2019Savannah Petroleum plcMining, Metals & ExtractionSavannah Resources announced a placing to raise approximately £17.6 million in gross proceeds. The placing will be conducted via an accelerated bookbuild.
23 January 2019eve Sleep plcConsumer Productseve Sleep announced a placing of 120,317,323 new ordinary shares in the share capital of the company at a price of 10 pence per placing share. The company aims to raise approximately £12 million from new and existing investors. The placing is conditional on shareholder approval. Admission of the placing shares is expected to take place on 12 February 2019.
21 January 2019Draper Esprit plcInvestmentDraper Esprit announced a proposed placing in connection with the company’s agreement to acquire a 27% interest in Earlybird GmbH & Co. Beteiligungs-KG for approximately £55 million. The proposed placing will raise gross proceeds of £100 million at an issue price of 530 pence per placing share to fund the acquisition as well as financing further direct and secondary investment opportunities.
The placing shares are being offered by way of an accelerated bookbuild. Numis and Goodbody are acting as joint brokers.
The placing shares will be admitted to trading on 8 February 2019.
21 January 2019M&G Credit Income Trust plcInvestmentM&G Credit Income Trust announced a proposed placing to raise approximately £25 million in gross proceeds. Admission is expected on 4 February 2019.

Takeovers

Announcement dateDealIndustry sectorKey information
25 January 2019Earthport plc offer by Mastercard International IncComputing & ITMastercard International announced that it made a recommended cash offer through its wholly owned subsidiary Mastercard UK Holdco Limited for the entire issued and to be issued share capital of Earthport. The offer is structured by way of a contractual offer. Earthport shareholders will be entitled to receive 33 pence in cash per ordinary share, valuing the offer at £233 million. 
The offer by Mastercard International is a higher competing offer than the offer for Earthport made by Visa Inc., announced on 27 December 2018.
24 January 2019MedicX Fund Limited offer by Primary Health Properties plcInvestmentPrimary Health Properties (Primary Health) announced it has reached an agreement for a recommended all share merger with MedicX Fund (MedicX) under which Primary Health will acquire the entire issued and to be issued share capital of MedicX by way of a scheme of arrangement.The offer values MedicX at £392.9 million and MedicX shareholders will be entitled to receive 0.77 New Primary Health shares for each MedicX scheme share held.
Following the merger, existing Primary Health shareholders will hold 69.4% and MedicX shareholders will hold 30.6% respectively of the enlarged company.
23 January 2019RPC Group plc offer by Apollo Global Management LLCEngineering & ManufacturingRPC Group announced that it received a final recommended cash offer from Rome UK Bidco Limited, a wholly owned subsidiary of Apollo Global Management, for the entire issued and to be issued share capital of RPC Group. The offer is structured by way of a scheme of arrangement and the offer is valued at £3.323 billion.The offer follows the possible offer made by Apollo Global Management on 10 September 2018.

 

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