RNS Number : 7465J Genus PLC

07 December 2018

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, NEW ZEALAND, CANADA, JAPAN OR THE REPUBLIC OF SOUTHOARFRAINCYA

OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL.

THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO BUY, ACQUIRE OR SUBSCRIBE FOR (OR THE SOLICITATION OF AN OFFER TO BUY, ACQUIRE OR SUBSCRIBE FOR) ORDINARY SHARES TO ANY PERSON WITH A REGISTERED ADDRESS IN, LOCATED IN, OR WHO IS A RESIDENT OF, THE UNITED STATES, AUSTRALIA, NEW ZEALAND, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA OINRANY OTHER JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL OR CONTRAVENE ANY REGISTRATION OR QUALIFICATION REQUIREMENTS UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION.

7 December 2018

Genus plc

('Genus', the 'Company' or the 'Group')

Result of equity placing to raise approximately £68 million

Genus plc (LSE: GNS),a leading global animal gene cs company, is pleased to announce the successful comple on of the placing announced yesterday (the "Placing").

A total of 3,097,200 new ordinary shares of 10 pence each in the capital of the Company (the "Placing Shares") have been condi onally placed by Peel Hunt LLP ("Peel Hunt") and Liberum Capital Limited ("Liberum") (together, the "Joint Bookrunners") with new and exis ng investors at a price of 2,200 pence per Placing Share (the "Placing Price") raising gross proceeds of £68 million for the Company. The Placing Price represents a 7.8 per cent. discount to the closing price of 2,386 pence on 6 December 2018 (being the last business day prior to the announcement of the Placing released yesterday).

The Placing Shares will, when issued, be credited as fully paid and will be issued subject to the Company's ar cles of associa on and will rank pari passu in all respects with the exis ng issued ordinary shares in the capital of the Company, including the right to receive all dividends and other distribu ons declared, made or paid on or in respect of such shares by reference to a record date falling after their issue.

Applica on has been made to the Financial Conduct Authority for admission of the Placing Shares to the premium lis ng segment of the Official List and to the London Stock Exchange for admission to trading on the London Stock Exchange's main market for listed securi es (together, "Admission"). Admission of the Placing Shares is expected to occur at 8.00 a.m. on 12 December 2018 or such other date as the Company, Peel Hunt and Liberum may agree (being not later than 8.00 a.m. on 19 December 2018).

The Placing is condi onal upon the Placing Agreement becoming uncondi onal and not having been terminated prior to Admission.

Capitalised terms used but not defined in this announcement have the same meanings as set out in the placing announcement of the Company released at 4.41 p.m. (London time), 6 December 2018.

Total Voting Rights

Following the issue of the Placing Shares, the Company's issued share capital will comprise 65,045,705 ordinary shares of 10 pence each. The total number of vo ng rights in the Company following the issue of the Placing Shares will be 65,045,705. This figure may be used by shareholders as the denominator for the calcula ons by which they will determine if they are required to no fy their interest in, or a change to their interest in, the share capital of the Company under the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority.

Enquiries

Genus plc

Tel: +44(0)1256 345970

Karim Bitar, Chief Executive

Stephen Wilson, Group Finance Director

Peel Hunt (Joint Bookrunner)

Tel: +44 (0)20 7418 8900

Dr. Christopher Golden Oliver Jackson

Jock Maxwell Macdonald

Liberum Capital (Joint Bookrunner)

Tel: +44 (0)20 3100 2222

Clayton Bush

Joshua Hughes

Buchanan

Tel: +44 (0)20 7466 5000

Charles Ryland Chris Lane Sophie Wills

About Genus

Genus is a world-leading animal gene cs company. Genus creates advances to animal breeding and gene c improvement by applying biotechnology and sells added value products for livestock farming and food producers. Its technology is applicable across livestock species and is currently commercialised by Genus in the dairy, beef and pork food production sectors.

Genus's worldwide sales are made in over seventy-five countries under the trademarks 'ABS' (dairy and beef caFle) and 'PIC' (pigs) and comprise semen, embryos and breeding animals with superior gene cs to those animals currently in farms. Genus's customers' animals produce offspring with greater produc on efficiency, and quality, and use these to supply the global dairy and meat supply chains.

The Group's compe ve edge has been created from the ownership and control of proprietary lines of breeding animals, the biotechnology used to improve them and its global supply chain, technical service and sales and distribution network.

With headquarters in Basingstoke, United Kingdom, Genus companies operate in over twenty-five countries on six continents, with research laboratories located in Madison, Wisconsin, USA.

Important Notice

This announcement has been issued by, and is the sole responsibility of, the Company.

Members of the public are not eligible to take part in the Placing. All offers of the Placing Shares have been and will be made pursuant to an exemp on under Direc ve 2003/71/EC (and amendments thereto, including Direc ve 2010/73/EC (the "2010 PD Amending Directive") to the extent implemented, and including any relevant implemen ng measure, in the relevant member state of the European Economic Area ("EEA")) (the "Prospectus Direc=ve"), from the requirement to produce a prospectus for offers of the Placing Shares. This Announcement is for informa on purposes only and are directed only at: (a) persons in member states of the EEA who are qualified investors within the meaning of Ar cle 2(1)(e) of the Prospectus Direc ve and amendments thereto ("Qualified Investors") (b) persons in the United Kingdom, who are Qualified Investors and (i) investment professionals falling within Ar cle 19(5) of the Financial Services and Markets Act 2000 (Financial Promo on) Order 2005 (the "Order"); or (ii) high net worth companies, unincorporated associa ons and other persons falling within Ar cle 49(2)(a) to (d) of the Order; and (c) persons to whom it may otherwise by lawfully communicated (all such persons together being referred to as ("Relevant Persons").

This Announcement must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment ac vity to which this Announcement relates is only available to, and will be engaged in only with, Relevant Persons. Persons distribu ng this Announcement must sa sfy themselves that is lawful to do so. This Announcement is for informa on only and does not cons tute an offer to sell, or a solicita on of an offer to buy or otherwise acquire, any securi es in any jurisdic on. Persons needing advice should consult an independent financial adviser.

The distribu on of this Announcement and the offering, Placing and/or issue of the Placing Shares in certain jurisdic ons may be restricted by law. No ac on has been taken by the Company, the Joint Bookrunners or any of their respec ve affiliates that would permit an offer of the Placing Shares or possession or distribu on of this Announcement or any other offering or publicity material rela ng to such Placing Shares in any jurisdic on where ac on for that purpose is required. Persons into whose possession this Announcement comes are required by the Company and the Joint Bookrunners to inform themselves about and to observe any such restrictions.

This Announcement is for informa on purposes only and shall not cons tute an offer to sell or issue or the solicita on of an offer to buy, subscribe for or otherwise acquire securi es in any jurisdic on in which any such offer or solicita on would be unlawful. Any failure to comply with this restric on may cons tute a viola on of the securities laws of such jurisdictions.

This Announcement or any part of it does not cons tute or form part of any offer to issue or sell, or the a solicita on of an offer to acquire, purchase or subscribe for, any securi es in the United States (including its territories and possessions, any state of the United States (the "United States" or "US"), Australia, New Zealand, Canada, the Republic of South Africa, Japan or any other jurisdic on in which the same would be unlawful. No public offering of the Placing Shares is being made in any such jurisdiction.

The Placing Shares have not been and will not be registered under the US Securi es Act of 1933, as amended (the "Securi es Act"), or under the securi es laws or with any securi es regulatory authority of any state or other jurisdic on of the United States and accordingly the Placing Shares may not be offered, sold, pledged or transferred in the United States except pursuant to an exemp on from, or in a transac on not subject to, the registra on requirements of the Securi es Act and the securi es laws of any relevant state or other jurisdic on of the United States. There is no inten on to register any por on of the offering in the United States or to conduct a public offering of securities in the United States. There will be no public offering of the Placing Shares in the United States.

The Placing Shares have not been approved or disapproved by the US Securi es and Exchange Commission, any state securi es commission or other regulatory authority in the United States, nor have any of the foregoing authori es passed upon or endorsed the merits of the Placing or the accuracy or adequacy of this Announcement. Any representation to the contrary is a criminal offence in the United States.

This Announcement is not for publica on or distribu on, directly or indirectly, in or into the United States of America. This Announcement is not an offer of securi es for sale into the United States. The securi es referred to herein have not been and will not be registered under the U.S. Securi es Act of 1933, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.

This Announcement may contain and the Company may make verbal statements containing "forward-looking statements" with respect to certain of the Company's plans and its current goals and expecta ons rela ng to its future financial condi on, performance, strategic ini a ves, objec ves and results. Forward-looking statements some mes use words such as "aim", "an cipate", "target", "expect", "es mate", "intend", "plan", "goal", "believe", "seek", "may", "could", "outlook" or other words of similar meaning. By their nature, all forward-looking statements involve risk and uncertainty because they relate to future events and circumstances which are beyond the control of the Company, including amongst other things, domes c and global economic business condi ons, market-related risks such as fluctuations in interest rates and exchange rates, the policies and actions of governmental and regulatory authori es, the effect of compe on, infla on, defla on, the ming effect and other uncertain es of future acquisi ons or combina ons within relevant industries, the effect of tax and other legisla on and other regula ons in the jurisdic ons in which the Company and its respec ve affiliates operate, the effect of vola lity in the equity, capital and credit markets on the Company's profitability and ability to access capital and credit, a decline in the Company's credit ra ngs; the effect of opera onal risks; and the loss of key personnel. As a result, the actual future financial condi on, performance and results of the Company may differ materially from the plans, goals and expecta ons set forth in any forward-looking statements. Any forward-looking statements made in this Announcement by or on behalf of the Company speak only as of the date they are made. Except as required by applicable law or regula on, the Company expressly disclaims any obliga on or undertaking to publish any updates or revisions to any forward-looking statements contained in this Announcement to reflect any changes in the Company's expecta ons with regard thereto or any changes in events, condi ons or circumstances on which any such statement is based.

No statement in this Announcement is intended to be a profit forecast, and no statement in this Announcement should be interpreted to mean that earnings per share of the Company for the current or future financial years would necessarily match or exceed the historical published earnings per share of the Company.

Peel Hunt LLP, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority (the "FCA"), is ac ng for the Company in connec on with the Placing and no-one else and will not be responsible to anyone other than the Company for providing the protec ons afforded to clients of Peel Hunt LLP nor or for providing advice in relation to the Placing or any other matter referred to in this Announcement.

Liberum Capital Limited, which is authorised and regulated in the United Kingdom by the FCA, is ac ng for the Company in connec on with the Placing and no-one else and will not be responsible to anyone other than the Company for providing the protec ons afforded to clients of Liberum Capital Limited nor for providing advice in relation to the Placing or any other matter referred to in this Announcement.

No representa on or warranty, express or implied, is or will be made as to, or in rela on to, and no responsibility or liability is or will be accepted by the Joint Bookrunners or by any of their respec ve affiliates or their respec ve affiliates' agents, directors, officers and employees, respec vely as to, or in rela on to, the accuracy or completeness of this Announcement or any other wriFen or oral informa on made available to or publicly available to any interested party or its advisers, and any liability therefor is expressly disclaimed.

This Announcement does not cons tute a recommenda on concerning any investor's op ons with respect to the Placing. The price of shares and any income expected from them may go down as well as up and investors may not get back the full amount invested upon disposal of the shares. Past performance is no guide to future performance. The contents of this Announcement are not to be construed as legal, business, financial or tax advice. Each investor or prospec ve investor should consult his, her or its own legal adviser, business adviser, financial adviser or tax adviser for legal, financial, business or tax advice.

The Placing Shares to be issued or sold pursuant to the Placing will not be admiFed to trading on any stock exchange other than the London Stock Exchange.

Neither the content of the Company's website nor any website accessible by hyperlinks on the Company's website is incorporated in, or forms part of, this Announcement.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contactrns@lseg.com or visitwww.rns.com.

END

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Genus plc published this content on 07 December 2018 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 07 December 2018 16:31:03 UTC