# SSP GROUP Retail Offer via PrimaryBid.com

- Link: https://www.directorstalkinterviews.com/ssp-group-retail-offer-via-primarybid-com/412828242
- Published: 2020-06-03T07:14:55+01:00
- Author: Giles Arbor

**SSP Group plc** (LON:SSP), a leading operator of food and beverage outlets in 
travel locations worldwide,** **has today announced a retail offer via PrimaryBid
of new ordinary shares of 1 ^(17)/_(200) pence each in the capital of the Company.

As previously announced by the Company, on 26 February 2020 the Company’s shareholders
approved a final dividend of 6.0 pence per ordinary share for the financial year
ended 30 September 2019 which was due to be paid on 27 March 2020 to all members
whose names appeared on the Company’s register of members at 6.00 p.m. on 6 March
2020.  On 25 March 2020 the Company announced that it would defer the payment date
of the 2019 Final Dividend to 4 June 2020. 

As separately announced today, the Company is conducting a non-pre-emptive placing
of new Ordinary Shares in the capital of the Company through an accelerated bookbuilding
process so as to allow persons that are beneficially entitled to the 2019 Final 
Dividend to re-invest their entitlement to the 2019 Final Dividend by subscribing
for new Ordinary Shares. In addition, certain directors and members of the senior
management team of the Company intend to re-invest all or part of their entitlement(
and the entitlement of persons closely associated with them) to the 2019 Final Dividend
by subscribing for new Ordinary Shares alongside the Placing and the Retail Offer.

The issue price for the Retail Shares, as well as for the Ordinary Shares in the
Subscription, will be equal to the mid-market closing price of SSP’s ordinary shares
on 3 June 2020, as derived from London Stock Exchange plc’s Daily Official List,
which is the same price that placees in the Placing will subscribe for Placing Shares.

Confirmation of the Issue Price and the number of Placing Shares will be announced
as soon as practicable on 4 June 2020, along with allocations.

**Reasons for the Retail Offer**

After consideration of the various options available to it, the Company believes
that the separate Retail Offer, which will give retail investors who are beneficially
or legally and beneficially entitled to the 2019 Final Dividend the opportunity 
to re-invest their entitlement to the 2019 Final Dividend in the Company by participating
in the Company’s equity issuance alongside the Placing and the Subscription, is 
in the best interest of shareholders, as well as wider stakeholders in SSP. 

The net proceeds of the Retail Offer will allow for a proportion of the 2019 Final
Dividend payment to be effectively retained in the business and further enhance 
the Company’s cash and liquidity position during this period of unprecedented disruption
in the global travel market as a result of the COVID-19 outbreak.

**Details of the Retail Offer**

Retail Entitled Persons (including any retail investor who is beneficially entitled
to the 2019 Final Dividend in circumstances where a financial intermediary (as that
term is used in Article 2(d) of the Regulation (EU) 2017/1129), a custodian, a nominee,
a trustee or another person was holding Ordinary Shares on behalf of that retail
investor on the Record Date and is, therefore, the person who is legally entitled
to the 2019 Final Dividend), may participate in the Retail Offer by applying exclusively
through the www.PrimaryBid.com platform and the PrimaryBid mobile app available 
on the Apple App Store and Google Play. PrimaryBid does not charge investors any
commission for this service.

The Retail Offer will be open to Retail Entitled Persons from 7.01a.m. BST on 3 
June 2020. The Retail Offer will close at the same time as the Bookbuilding Process
is completed, at 4:00 p.m. BST on 3 June 2020.

Subscriptions under the Retail Offer will be subject to conditions which are available
to view on PrimaryBid.com. Each Retail Entitled Person will be required to represent,
warrant and undertake to the Company as follows:

(a)          that he/she is beneficially entitled to the 2019 Final Dividend;

(b)         that the aggregate monetary value of the new Ordinary Shares for which
he/she agrees to subscribe for at the Issue Price is no more than the aggregate 
monetary value of the 2019 Final Dividend to which he/she is beneficially entitled;
and

(c)      that he/she was on the register of the Company’s members on the Record 
Date or, if not, he/she is otherwise beneficially entitled to receive the 2019 Final
Dividend.

Each Retail Entitled Person will also be asked to confirm that he/she is not participating
in the Placing.

Aggregate demand under the Retail Offer will be limited to EUR 8 million, as is 
legally required.

The Retail Shares, when issued, will be fully paid and will rank _pari passu _in
all respects with each other and with the existing ordinary shares of the Company,
including, without limitation, the right to receive any future dividends and other
distributions declared, made or paid after the date of issue (other than the 2019
Final Dividend).

Applications will be made (i) to the Financial Conduct Authority for admission of
the Retail Shares to the premium listing segment of the Official List; and (ii) 
to the London Stock Exchange** **for admission of the Retail Shares to trading on
its main market for listed securities.

Settlement for the Retail Shares and Admission are expected to take place on or 
before 8 a.m. BST on 8 June 2020. The Retail Offer is conditional upon Admission
becoming effective and on the placing agreement entered into by the Company not 
being terminated in accordance with its terms prior to Admission.

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