AIM Admission - Update - John

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: 

JOHNSON SERVICE GROUP PLC

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

3rd Floor, 4 Harley Street, London, W1G 9PB

COUNTRY OF INCORPORATION:

England and Wales

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

www.johnsonplc.com

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

Johnson Service Group provides a range of corporate and retail support services including textile and hospitality services, facilities management and sourcing, and drycleaning.

The Company's textile rental business, comprising Johnsons Apparelmaster and Stalbridge Linen Services, offers a wide range of workwear and linen services, including garment and linen-rental and cleaning.

The facilities management division offers integrated property, building and facilities management services to retail, corporate and public sector clients, managing over £1.2 billion of annual spend across over 50,000 locations throughout the UK and Ireland.

The dry cleaning business, encompassing Johnson Cleaners and Jeeves of Belgravia, is the leading dry cleaning business in the UK. The Company will continue to seek to drive growth through operational improvements and sales and marketing initiatives such as increasing laundry sales, for which there is growing consumer demand, and by optimising its portfolio of outlets. The Company intends to continue to relocate from a number of existing locations and open new outlets in convenient locations. These will include a number of supermarket and drive-in sites.

Operations of the Group are based principally in the UK although there is some exposure to Ireland due to contracts within facilities management. 

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):

59,473,658 Ordinary shares of 10p each

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

No new capital to be raised on Admission

Anticipated market capitalisation on Admission circa £15.7 million

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

1.96% (as at the date of this announcement)

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE OR WILL BE ADMITTED OR TRADED:

NA

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):

Current and proposed directors:

Simon Patrick Sherrard (Non-Executive Chairman)

John Andrew Talbot (Chief Executive Officer)

Yvonne May Monaghan (Finance Director)

Michael Richard Brock Gatenby (Senior Non-Executive Director)

Baroness Judith Ann Wilcox (Non-Executive Director)

Michael Bernard Del Mar (Non-Executive 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):

Name Holdings (Percentage of Ordinary Shares)*

Henderson Global Investors 7.22

Barclays PLC 7.13

Liontrust Asset Management 6.37

MF Global UK Limited 3.97

Investeringsselskabet Luxor A/S 3.96

Credit Agricole Cheuvreux International Limited 3.76

Prudential Plc 3.16

Royal & Sun Alliance Insurance 3.07

*Holdings as at 9 June 2008

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

Person 

Beachcroft LLP 

Freshfields Bruckhaus Deringer

Hewitt New Bridge Street

Hudson Sandler Limited

KPMG LLP

Pinsent Masons LLP

Stephen R Smith Associates Limited

Fee

£20,839

£604,089

£45,915

£87,648

£2,099,235

£215,044

£45,919

Relationship

Property lawyers

Legal advisers in relation to the refinancing

Remuneration consultants

Financial PR

Reporting Accountants in relation to refinancing

Legal advisers

Credit control

ANTICIPATED ACCOUNTING REFERENCE DATE 

DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED

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

31 December 

NA 

Following Admission date:

interim accounts to half-year ended 30 June 2008 - 30 September 2008

annual accounts to financial year ended 31 December 2008 - 30 June 2009

interim accounts to half-year ended 30 June 2009 - 30 September 2009

EXPECTED ADMISSION DATE:

10 June 2008

NAME AND ADDRESS OF NOMINATED ADVISER:

Investec Investment Banking

A division of Investec Bank (UK) Ltd

2 Gresham Street

London

EC2V 7QP

NAME AND ADDRESS OF BROKER:

Investec Investment Banking

A division of Investec Bank (UK) Ltd

2 Gresham Street

London

EC2V 7QP

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:

NA

DATE OF NOTIFICATION:

9 June 2008

NEW/ UPDATE:

New

QUOTED APPLICANTS MUST ALSO COMPLETE THE FOLLOWING:

THE NAME OF THE AIM DESIGNATED MARKET UPON WHICH THE APPLICANT'S SECURITIES HAVE BEEN TRADED:

Main market of the UKLA Official List

THE DATE FROM WHICH THE APPLICANT'S SECURITIES HAVE BEEN SO TRADED:

23 May 1958

CONFIRMATION THAT, FOLLOWING DUE AND CAREFUL ENQUIRY, THE APPLICANT HAS ADHERED TO ANY LEGAL AND REGULATORY REQUIREMENTS INVOLVED IN HAVING ITS SECURITIES TRADED UPON SUCH A MARKET OR DETAILS OF WHERE THERE HAS BEEN ANY BREACH:

The Company confirms that it has adhered to the legal and regulatory requirements involved in having securities listed on the UKLA Official List and admitted to trading on London Stock Exchange plc's market for listed securities

AN ADDRESS OR WEB-SITE ADDRESS WHERE ANY DOCUMENTS OR ANNOUNCEMENTS WHICH THE APPLICANT HAS MADE PUBLIC OVER THE LAST TWO YEARS (IN CONSEQUENCE OF HAVING ITS SECURITIES SO TRADED) ARE AVAILABLE:

www.johnsonplc.com

DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION INCLUDING, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING STRATEGY:

Following Admission, the Company will continue to focus on providing services to business and retail customers through its remaining businesses operating in the textile rental, facilities management and dry cleaning markets.

A DESCRIPTION OF ANY SIGNIFICANT CHANGE IN FINANCIAL OR TRADING POSITION OF THE APPLICANT, WHICH HAS OCCURRED SINCE THE END OF THE LAST FINANCIAL PERIOD FOR WHICH AUDITED STATEMENTS HAVE BEEN PUBLISHED:

There has been no significant change in the financial or trading position of the Group since 31 December 2007, being the date to which the last audited financial information has been published, other than the refinancing of bank facilities and the disposal of the Corporatewear division as disclosed in the Circular to Shareholders dated 11 April 2008, the Circular can be viewed at: http://www.johnsonplc.com/furniture/cms/documents/99172%20Java%20circular.pdf through the Company's website  www.johnsonplc.com. The disposal of the Corporatewear division subsequently completed on 28 April 2008.

A STATEMENT THAT THE DIRECTORS OF THE APPLICANT HAVE NO REASON TO BELIEVE THAT THE WORKING CAPITAL AVAILABLE TO IT OR ITS GROUP WILL BE INSUFFICIENT FOR AT LEAST TWELVE MONTHS FROM THE DATE OF ITS ADMISSION:

The board of directors of the Company have no reason to believe that the working capital available to it or its group will be insufficient for at least twelve months from the date of its admission to trading on AIM

DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE AIM RULES:

None

A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE APPLICANT'S SECURITIES:

Shares that are held in uncertificated form will continue to be held and dealt through CREST. Share certificates representing those Shares held in certificated form will continue to be valid and no new share certificates will be issued.

A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT'S SECURITIES:

www.johnsonplc.com

INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION DOCUMENT WHICH IS NOT CURRENTLY PUBLIC:

The Company confirms that there is no information equivalent to that required for an Admission Document (as defined in the AIM Rules) which is not currently in the public domain.

A WEBSITE ADDRESS OF A PAGE CONTAINING THE APPLICANT'S LATEST ANNUAL REPORT AND ACCOUNTS WHICH MUST HAVE A FINANCIAL YEAR END NOT MORE THEN NINE MONTHS PRIOR TO ADMISSION AND INTERIM RESULTS WHERE APPLICABLE. THE ACCOUNTS MUST BE PREPARED IN ACCORDANCE WITH ACCOUNTING STANDARDS PERMISSIBLE UNDER AIM RULE 19:

www.johnsonplc.com

THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY:

None