22nd Dec 2014 07:00
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION DIRECTLY OR INDIRECTLY IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, ISRAEL, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR IN, INTO OR FROM ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION
Market Tech Holdings Limited
("Market Tech", "the Company" or "the Group")
First day of dealings on AIM following £100 million placing
Market Tech Holdings Limited, a holding company that combines iconic real estate assets with an e-commerce business and owns and manages the main Camden Markets in Central London, is pleased to announce the admission ("Admission") to trading of its Ordinary Shares on the AIM Market of the London Stock Exchange ("AIM").
The Placing, which was oversubscribed, raised £100 million before expenses, via the issue of50,000,000 new Ordinary Shares at the Placing Price of 200 pence per share. The total number of Ordinary Shares in issue at Admission will be 375,000,000, giving Market Tech a market capitalisation of £750 million at the Placing Price.
Focused on the iconic retail, leisure and creative environment of the Camden Markets, Market Tech unifies a total of over 11 acres of real estate assets under single ownership. The Group is also developing a diverse online and offline multichannel offering with appeal to a global audience significantly beyond the 28 million* visitors per annum that visit the Camden area. Through its online investment, the Group plans to develop an online retail leisure and lifestyle presence that it believes will deliver greater revenues for the online business and for the physical markets.
Key Highlights
§ Combines iconic real estate assets based in Camden Town in the London Borough of Camden and an e-commerce business based around an online platform called market.com
§ Unified ownership of over 11 acres of iconic Central London real estate
§ Opportunity to significantly expand and enhance the current retail, leisure and entertainment destination
§ All primary offering, with a portion of proceeds to be used to commence development of the five acre Camden Lock Village, a canal-side site incorporating residential and commercial space alongside retail space and a new primary school
§ Future redevelopment potential at Camden Lock Market and Union Street Market to deliver increase in NAV, subject to planning
§ Vision to increase GDV of real estate assets through active asset management and asset development and by capitalising the global Camden Markets destination through e-commerce and a multichannel strategy
§ Online platform to provide one-stop shop for online-offline solutions for retailers
§ Management with strong track record in online business and in real estate
Charles Butler, Market Tech's Chief Executive Officer, said:
"We are delighted to have successfully completed our AIM admission. Market Tech offers the opportunity to invest in one of London's most popular locations with a differentiated cultural identity; and I'm delighted by the investor response. By capitalising the iconic retail, leisure and entertainment destination of the Camden Markets through our new online platform we aim to deliver a multichannel e-commerce experience to both customers and retailers, making Camden a leading online and offline retail destination. Unifying the Camden Markets under single ownership for the first time and the planned development of Camden Lock Village will allow us to create a distinctive environment, combining retail, leisure, office and residential."
Mark Alper, Group Property Director, added:
"The IPO and single ownership now allows us, more than ever, to significantly enhance and improve the Camden Markets and their surroundings, and we will continue to work closely with Camden Council, local residents and businesses in order to maintain and advance Camden's legacy for future generations."
Jefferies International Limited ("Jefferies") acted as Nominated Adviser, Joint Broker, Global Coordinator and Joint Bookrunner; Shore Capital Stockbrokers Limited ("Shore Capital") acted as Joint Broker and Joint Bookrunner; and Joh. Berenberg, Gossler & Co. KG, London Branch ("Berenberg") acted as Joint Bookrunner.
Market Tech's TIDM Code is "MKT" and its ISIN number is GG00BSSWD593.
* Based on Transport for London data for annual entry and exit figures for Camden Town and Chalk Farm London Underground stations in 2013.
- Ends -
Enquiries
Market Tech Charles Butler, Chief Executive Officer Andrew Bull, Chief Financial Officer c/o Bell Pottinger
| +44 (0) 20 3772 2500 |
Jefferies - Nomad and Joint Broker Sara Hale Alex Collins
| +44 (0) 20 7029 8000
|
Shore Capital - Joint Broker Dru Danford Toby Gibbs
| +44 (0) 20 7408 4090 |
Berenberg Oliver Diehl Christopher Garlich
| +44 (0) 20 3207 7800 |
Bell Pottinger David Rydell Olly Scott David Bass James Newman | +44 (0) 20 3772 2500 |
Unless the context otherwise requires, defined terms shall have the meaning ascribed to them in the Admission Document available on the Company's website.
Notes to Editors
Business Overview
Market Tech is a holding company which combines iconic real estate assets based in Camden Town in the London Borough of Camden and an e-commerce business. The Company's belief is that an online retail offering combined with the iconic Camden Markets destination, which benefits from annual footfall of approximately 28 million* visitors, to the Camden area, will create a premium experience for customers, increased retailer sales and online‑offline interaction amongst the Company's offerings.
Market Tech owns approximately 11 acres of real estate assets in Camden including all of the major markets located in Camden Town, being Camden Stables Market, Camden Lock Village, Camden Lock Market and Union Street Market (together "Camden Markets"). In addition, the Group also owns separate real estate assets on Jamestown Road and at 251-259 Camden High Street and 31 Kentish Town Road (together with the Camden Markets, the "Real Estate Assets").
In addition to its Real Estate Assets, the Group is developing an e-commerce business based around an online platform to create an online global market place and multichannel offering. The acquisition of the speciality value online retailer, everything5pounds.com, in August 2014 is one of the first steps towards achieving this goal.
The Company's strategy is to create a virtuous circle of synergies and benefits through the interaction of the Group's Real Estate Assets and its planned e-commerce platform. The Company intends to capitalise on the physical flow of visitors to its Real Estate Assets with an online retail offering. This in turn is intended to increase the attractiveness of Camden Markets to physical retailers, especially those with a multichannel strategy. The Directors believe that the Group's management team has the right mix of skills and experience to deliver this strategy and the synergies between the Real Estate Assets and e-commerce.
* Based on Transport for London data for annual entry and exit figures for Camden Town and Chalk Farm London Underground stations in 2013.
Board of Directors and Senior Management
Neil Sachdev, Independent Non-Executive Chairman (Board member), age 56
Neil was appointed as Independent Non-Executive Chairman on 5 December 2014. Neil has 35 years of experience in retailing and real estate as well as having held various Government BIS roles in an advisory capacity with a focus on climate change, construction and education. Neil is currently a non-executive director at Intu plc and has been so for the last seven years. Neil is a Fellow of the Royal Institute of Chartered Surveyors.
John Le Poidevin, Senior Independent Non-Executive Director (Board member), age 44
John was appointed as Senior Independent Non-Executive Director on 5 December 2014. John is an experienced non-executive director who sits on several boards, primarily of real estate or online technology related companies and funds. Before becoming a full time non-executive director, John was a Partner at BDO LLP in London for many years and is well versed in audit, risk and controls, corporate governance and financial reporting. John is a Fellow of the Institute of Chartered Accountants in England and Wales.
Thomas Teichman, Independent Non-Executive Director (Board Member), age 67
Thomas was appointed as an Independent Non-Executive Director on 5 December 2014. Thomas has a long track record in backing and developing successful internet, technology and software businesses, as well as a previous career in investment banking. Thomas led the flotation of his first online business in the 1990s on the LSE and NASDAQ and then became an early backer and Board member of a succession of technology and internet companies, many of which he subsequently exited via IPOs or trade sales. Tom has been chairman of SPARK Venture Management since 1995, which manages the SPARK Ventures plc portfolio and third party funds for university, government and institutional investors. He also serves as a director of SPARK Ventures plc on AIM which he chaired from 1999 to 2009 and on a variety of private, growing companies, mainly in the online and technology sectors. He holds a B.Sc.in Economics from University College London.
Charles Butler, Group Chief Executive Officer (Board member), age 42
Charles was appointed as Group CEO in September 2014 to drive the overall Group strategy and implement the online-offline concept for the Group. Charles has extensive experience in leading public online businesses including having served as CEO for NetplayTV Plc from 2010 to 2014. Charles currently serves as non-executive chairman for Netplay TV Plc. Charles has extensive experience in leading public online businesses and building out their e-commerce operations and has a successful track record in restructuring, fund raising and EBITDA turnaround for online e-commerce businesses. Prior to Netplay TV plc, Charles was CEO of Bowman International and, earlier, Finance Director. Bowman International was an online sportsbetting, casino and poker operator, which was sold to the Bet365 Group in 2006.
Andrew Bull, Chief Financial Officer (Board member), age 35
Andrew has worked for the Group since 2009 and is responsible for all aspects of the Company's financial management. Andrew is also heavily involved with all fundamental financial aspects of the property management, commercial and operation of the Camden Markets. Andrew is a Chartered Accountant. He has a background in Big Four accounting, multi-industry corporate recovery and restructuring advisory, and has previously worked for DTZ as part of the real estate corporate finance advisory team.
Mark Alper, Group Property Director (non-Board member), age 41
Mark has worked for the Group since 2001 and has been responsible for its UK operations. Mark has been involved with the development of all the buildings within Camden Stables Market and headed the Camden Lock Village site assembly and planning process. Mark manages all aspects of the development, operational business, banking, and community/statutory liaison. Mark is a Chartered Architect by profession with a Master's Degree in Urban Regeneration and Business Real Estate Development, and has over 16 years' experience in property and business development in London.
This announcement does not constitute an offer for sale of, or a solicitation to purchase or subscribe for, any securities in the United States of America (including its territories or possessions, any state of the United States of America and the District of Columbia) (the ''United States'') nor will it form the basis of any contract for the purchase of or subscription for any securities nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Ordinary Shares which are the subject of the Placing have not been and will not be registered under the U.S. Securities Act of 1933 , as amended (the "U.S. Securities Act"), or the securities laws of any state or other jurisdiction of the United States and may not be, offered, sold, resold, transferred, delivered or distributed, directly or indirectly, within, into or in the United States except pursuant to an exemption from, or in a transaction that is not subject to, the registration requirements of the U.S. Securities Act and in compliance with the securities laws of any state or other jurisdiction of the United States. Terms used in this paragraph have the meanings given to them by Regulation S, promulgated under the U.S. Securities Act.
Forward-looking information
This announcement contains certain forward‐looking information and statements relating, but not limited, to the proposed use of proceeds of the Placing. Forward-looking information typically contains statements with words such as "anticipate", "plan", "estimate", "expect", "potential", "could", "will", or similar words suggesting future outcomes. The Company cautions readers not to place undue reliance on forward‐looking information as by its nature, it is based on current expectations regarding future events that involve a number of assumptions, inherent risks and uncertainties, which could cause actual results to differ materially from those anticipated by Market Tech. In addition, the forward‐looking information is made as of the date hereof, and the Company, Jefferies, Berenberg and Shore Capital expressly disclaim any obligation or undertaking to update, review or revise any forward-looking statements contained in this document to reflect any change in its expectations or any change in events, conditions or circumstances on which such statements are based unless required to do so by applicable law, regulation or the AIM Rules for Companies.
Disclaimer
This announcement does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for any shares or any other securities nor shall it (or any part of it) or the fact of its distribution, form the basis of, or be relied on in connection with, any contract therefore. The Placing and the distribution of this announcement and other information in connection with Admission and the Placing in certain jurisdictions may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about, and observe, any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
The contents of this announcement, which have been prepared and issued by, and is the sole responsibility of Market Tech have been approved solely for the purposes of section 21(2) (b) of the Financial Services and Markets Act 2000 (as amended) by Jefferies.
This announcement does not constitute a recommendation concerning the Placing. The price and value of securities can go down as well as up. Past performance is not a guide to future performance. Information in this announcement or any of the documents relating to the Placing cannot be relied upon as a guide to future performance. Potential investors should consult a professional advisor as to the suitability of the Placing for the person concerned. No reliance may or should be placed by any person for any purpose whatsoever on the information contained in this announcement or on its completeness, accuracy or fairness. The information in this announcement is subject to change.
Jefferies, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority ("FCA"), Berenberg, which is authorised by the German Federal Financial Supervisory and subject to limited regulation by the FCA and Shore Capital, which is authorised and regulated in the United Kingdom by the FCA, in each case are acting exclusively for the Company for the purposes of the AIM Rules and each of them is advising no-one else in connection with the Placing and Admission. Jefferies, Berenberg and Shore Capital will not be responsible to persons other than Market Tech for providing the protections afforded to their clients or for advising any other person on the contents of this announcement or any transaction or arrangement referred to in this announcement.
In connection with the Placing, Jefferies, Berenberg and Shore Capital or any of their affiliates, acting as investors for their own accounts, may subscribe for or purchase Ordinary Shares and in that capacity may retain, purchase, sell, offer to sell or otherwise deal for their own accounts in such securities of Market Tech or related investments in connection with the Placing or otherwise. Jefferies, Berenberg and Shore Capital or any of its affiliates do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so.
None of Jefferies, Berenberg and Shore Capital nor any of their subsidiary undertakings, affiliates or any of their respective directors, officers, employees, advisers, agents or any other person accept any responsibility or liability whatsoever for, or make any representation or warranty, express or implied, as to the truth, accuracy, completeness or fairness of the information or opinions in this announcement (or whether any information has been omitted from the announcement) or any other information relating to Market Tech or its subsidiaries, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith.
The contents of the Group's website, including any websites accessible from hyperlinks on the Group's website, do not form part of this announcement
Related Shares:
MKT.L