Category Archives: Regulatory News

Trading Update | 02 May 2018

RNS Number : 8093M
Scholium Group PLC
02 May 2018
Scholium Group plc
Trading Update

 The Directors of Scholium Group plc (the “Group”) are pleased to provide an update on trading for the 12 months ended 31 March 2018.

 This announcement contains inside information for the purposes of Article 7 of Regulation 596/2014.

 The Group has continued to make progress during the six months to 31 March 2018 and this progress is expected to result in a small profit for the year to 31 March 2018, compared to a loss of £224,000 in the prior year. This profit is achieved after absorbing all of the formation and start-up costs relating to our new division Mayfair Philatelic Auctions Limited.

 Trading in Shapero Rare Books showed a good improvement overall compared with the prior year, due partly to higher sales and partly to the cost savings implemented.

 Scholium Trading made a useful contribution albeit slightly below the previous year due to the timing of the sales of certain items delayed into the current financial year.

 Mayfair Philatelics had a successful first auction in March 2018 with gross sales of approximately £385,000. A further auction is planned for 6 and 7 June 2018.

 Finally, central costs were reduced by approximately £100,000 during the year.

 Scholium Group plc

  Jasper Allen, Chairman

  Peter Floyd, Chief Financial Officer +44 (0)20 7493 0876

 WH Ireland Ltd – Nominated Adviser

  Chris Fielding/Jessica Cave +44 (0)20 7220 1666

Holding(s) in Company | 26 March 2018

TR-1: Standard form for notification of major holdings 

NOTIFICATION OF MAJOR HOLDINGS

1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii:

Scholium Group plc

1b. Please indicate if the issuer is a non-UK issuer  (please mark with an “X” if appropriate)

Non-UK issuer

2. Reason for the notification (please mark the appropriate box or boxes with an “X”)

An acquisition or disposal of voting rights

X

An acquisition or disposal of financial instruments

An event changing the breakdown of voting rights

Other (please specify)iii:

3. Details of person subject to the notification obligationiv

Name

Peter Gyllenhammar

City and country of registered office (if applicable)

Stockholm, Sweden

4. Full name of shareholder(s) (if different from 3.)v

Name

Peter Gyllenhammar AB

The Union Discount Company of London Ltd

City and country of registered office (if applicable)

Stockholm, Sweden

5. Date on which the threshold was crossed or reachedvi:

23/3/2018

6. Date on which issuer notified (DD/MM/YYYY):

7. Total positions of person(s) subject to the notification obligation

% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights of issuervii

Resulting situation on the date on which threshold was crossed or reached

9.08%

9.08%

13,600,000

Position of previous notification (if

applicable)

8.90%

8.90%

 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii

A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

Number of voting rightsix

% of voting rights

Direct

(Art 9 of Directive 2004/109/EC) (DTR5.1)

Indirect

(Art 10 of Directive 2004/109/EC) (DTR5.2.1)

Direct

(Art 9 of Directive 2004/109/EC) (DTR5.1)

Indirect

(Art 10 of Directive 2004/109/EC) (DTR5.2.1)

GB00BJYS2173

1,234,836

9.08%

SUBTOTAL 8. A

 

 

B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))

Type of financial instrument

Expiration
date
x

Exercise/
Conversion Period
xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights

SUBTOTAL 8. B 1

 

 

B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))

Type of financial instrument

Expiration
date
x

Exercise/
Conversion Period 
xi

Physical or cash

settlementxii

Number of voting rights

% of voting rights

SUBTOTAL 8.B.2

 

 

 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an “X”)

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii

Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity
xiv (please add additional rows as necessary)

X

Namexv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Total of both if it equals or is higher than the notifiable threshold

Peter Gyllenhammar

9.08%

9.08%

10. In case of proxy voting, please identify:

Name of the proxy holder

The number and % of voting rights held

The date until which the voting rights will be held

11. Additional informationxvi

 

Place of completion

Stockholm, Sweden

Date of completion

23/3/2018

 

Holding(s) in Company | 22 March 2018

TR-1: Standard form for notification of major holdings

NOTIFICATION OF MAJOR HOLDINGS

1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii:

Scholium Group plc

1b. Please indicate if the issuer is a non-UK issuer  (please mark with an “X” if appropriate)

Non-UK issuer

2. Reason for the notification (please mark the appropriate box or boxes with an “X”)

An acquisition or disposal of voting rights

X

An acquisition or disposal of financial instruments

An event changing the breakdown of voting rights

Other (please specify)iii:

3. Details of person subject to the notification obligationiv

Name

Peter Gyllenhammar

City and country of registered office (if applicable)

Stockholm, Sweden

4. Full name of shareholder(s) (if different from 3.)v

Name

Peter Gyllenhammar AB

The Union Discount Company of London Ltd

City and country of registered office (if applicable)

Stockholm, Sweden

5. Date on which the threshold was crossed or reachedvi:

21/3/2018

6. Date on which issuer notified (DD/MM/YYYY):

7. Total positions of person(s) subject to the notification obligation

% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights of issuervii

Resulting situation on the date on which threshold was crossed or reached

8.90%

8.90%

13,600,000

Position of previous notification (if

applicable)

7.48%

7.48%

 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii

A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

Number of voting rightsix

% of voting rights

Direct

(Art 9 of Directive 2004/109/EC) (DTR5.1)

Indirect

(Art 10 of Directive 2004/109/EC) (DTR5.2.1)

Direct

(Art 9 of Directive 2004/109/EC) (DTR5.1)

Indirect

(Art 10 of Directive 2004/109/EC) (DTR5.2.1)

GB00BJYS2173

1,209,836

8.90%

SUBTOTAL 8. A

 

 

B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))

Type of financial instrument

Expiration
date
x

Exercise/
Conversion Period
xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights

SUBTOTAL 8. B 1

 

 

B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))

Type of financial instrument

Expiration
date
x

Exercise/
Conversion Period 
xi

Physical or cash

settlementxii

Number of voting rights

% of voting rights

SUBTOTAL 8.B.2

 

 

 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an “X”)

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii

Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity
xiv (please add additional rows as necessary)

X

Namexv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Total of both if it equals or is higher than the notifiable threshold

Peter Gyllenhammar

8.90%

8.90%

10. In case of proxy voting, please identify:

Name of the proxy holder

The number and % of voting rights held

The date until which the voting rights will be held

11. Additional informationxvi

 

Place of completion

Stockholm, Sweden

Date of completion

21/3/2018

 

Director/PDMR Shareholding | 20 March 2018

The Company was informed on 16 March 2018 that 573,000 ordinary shares in the Company were sold on that day by Philip Blackwell, a Director of the Company, at £0.48 per share. Philip Blackwell is now interested in 1,528,042 ordinary shares in the Company, representing 11.24% of the Company’s issued share capital. 

Scholium Group plc

Jasper Allen, Chairman

 

+44 (0)20 7493 0876

WH Ireland Ltd – Nominated Adviser

Chris Fielding

+44 (0)20 7220 1666

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Philip Basil Blackwell

2

Reason for the notification

a)

Position/status

Non-Executive Director

b)

Initial notification/ Amendment

Initial Notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Scholium Group Plc

b)

LEI

213800X174X5ARSGSN91

4

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

Description of the financial instrument, type of instrument

Identification code

Ordinary shares of 1p each

 

GB00BJYS2173

b)

Nature of the transaction

Sale of 573,000 ordinary shares

c)

Price(s) and volume(s)

 

Price(s)

Volume(s)

£0.48

573,000

d)

Aggregated information

–      Aggregated volume

–      Price

 

573,000

£275,040.00

e)

Date of the transaction

16 March 2018

f)

Place of the transaction

London Stock Exchange, AIM

The information contained within this announcement is deemed by the Company to constitute inside information under the Market Abuse Regulation (EU) No. 596/2014.

Director/PDMR Shareholding | 20 Dec 2017

Scholium Group plc (the “Company”) was notified yesterday that Temple Quay Trustee Limited, as Trustees for the Jasper Allen Pension Fund, disposed of 30,000 ordinary shares in Scholium Group plc at 50 pence per share.

As a result of the transaction, Jasper Allen will have a total beneficial interest in 72,000 ordinary shares, held through the Jasper Allen Pension Fund, representing in aggregate approximately 0.53% of the total voting rights of the Company.

For further information, please contact:

Scholium Group plc

Jasper Allen, Chairman

Peter Floyd, Chief Financial Officer

+44 (0)20 7493 0876

WH Ireland Ltd – Nominated Adviser

Chris Fielding/Jessica Cave

+44 (020) 7220 1666

The information below, set out in accordance with the requirements of the EU Market Abuse Regulation, provides further detail.

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Jasper Allen

2

Reason for the notification

a)

Position/status

Chairman

b)

Initial notification/ Amendment

Initial Notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Scholium Group Plc

b)

LEI

213800X174X5ARSGSN91

4

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

Description of the financial instrument, type of instrument

Identification code

Ordinary shares of 1p each

 

GB00BJYS2173

b)

Nature of the transaction

Sale of shares by Temple Quay Trustee Limited, as Trustees for the Jasper Allen Pension Fund

c)

Price(s) and volume(s)

 

Price(s)

Volume(s)

50p

30,000

d)

Aggregated information

–      Aggregated volume

–      Price

 

30,000

£15,000

e)

Date of the transaction

19 December 2017

f)

Place of the transaction

London Stock Exchange, AIM

 

 

Trading update and establishment of a stamp auctioneering and retailing business

This announcement contains inside information for the purposes of Article 7 of Regulation 596/2014.

The Directors of Scholium are pleased to provide an update on trading in the first half of its year ending 31 March 2018 and are happy to announce the establishment of  a stamp auctioneering and retailing business.

Trading update

 Sales in the six months ended 30 September 2017 have continued to follow the improved trend experienced in the second half of the previous financial year ended 31 March 2017.

Results for the first half, which has traditionally been quieter than the second half, are therefore expected to show a return to modest profitability,  compared with a loss before taxation of c.£240,000 in the comparable period last year.

The Directors anticipate that the results for the six months ended 30 September 2017 will be released on 28 November 2017.

Mayfair Philatelics Limited ( “Mayfair” )

The Directors are also pleased to announce the incorporation of a new wholly owned subsidiary, Mayfair Philatelics Limited, to diversify the Group’s activities into the auctioneering and retailing of British, Commonwealth and World stamps.

They are further pleased to announce that the Group has recruited Messrs Tim Francis and Rick Warren as executive directors of  Mayfair. Messrs Francis and Warren, who have in aggregate over 80 years of philatelic dealing and auctioneering experience, founded Apex Philatelics Limited, a stamp auctioneering and retailing business, which was acquired by Noble Investments (UK) Plc and thereafter by Stanley Gibbons Group Plc. The Directors expect to recruit further philatelists to join the team in due course.

The Group has also acquired a significant portfolio of stamps, which the Directors expect to be sufficient to cover Mayfair’s auctioneering and dealing requirements for the foreseeable future.

Mayfair is expected to commence trading on 1 November 2017.

Jasper Allen, Chairman of Scholium, stated: “We are delighted to announce to shareholders that we have negotiated not only the recruitment into the Group of an experienced and specialist philatelist team, but also the acquisition of a highly desirable and significant portfolio of stamps on which to develop the business. We see great benefit in the establishment of a new revenue stream which diversifies the business but in a related field.

“We are also delighted to report that the upturn in trading reported in the second half last year has continued into this financial year”

Notification Of Major Interest In Shares

TR-1: Standard form for notification of major holdings

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible)i

1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii:

Scholium Group plc

1b. Please indicate if the issuer is a non-UK issuer  (please mark with an “X” if appropriate)

Non-UK issuer

2. Reason for the notification (please mark the appropriate box or boxes with an “X”)

An acquisition or disposal of voting rights

X

An acquisition or disposal of financial instruments

An event changing the breakdown of voting rights

Other (please specify)iii:

3. Details of person subject to the notification obligationiv

Name

Peter Gyllenhammar

City and country of registered office (if applicable)

Stockholm, Sweden

4. Full name of shareholder(s) (if different from 3.)v

Name

           Peter Gyllenhammar AB

The Union Discount Company of London Ltd

 

City and country of registered office (if applicable)

Stockholm, Sweden

5. Date on which the threshold was crossed or reachedvi:

11/10/2017

6. Date on which issuer notified (DD/MM/YYYY):

7. Total positions of person(s) subject to the notification obligation

% of voting rights attached to shares (total of 8. A)

% of voting rights through financial instruments
(total of 8.B 1 + 8.B 2)

Total of both in % (8.A + 8.B)

Total number of voting rights of issuervii

Resulting situation on the date on which threshold was crossed or reached

7.48%

7.48%

1,017,336

Position of previous notification (if

applicable)

6.56%

6.56%

 

8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii

A: Voting rights attached to shares

Class/type of
shares

ISIN code (if possible)

Number of voting rightsix

% of voting rights

Direct

(Art 9 of Directive 2004/109/EC) (DTR5.1)

Indirect

(Art 10 of Directive 2004/109/EC) (DTR5.2.1)

Direct

(Art 9 of Directive 2004/109/EC) (DTR5.1)

Indirect

(Art 10 of Directive 2004/109/EC) (DTR5.2.1)

1,017,336

7.48%

SUBTOTAL 8. A

 

 

B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))

Type of financial instrument

Expiration
date
x

Exercise/
Conversion Period
xi

Number of voting rights that may be acquired if the instrument is

exercised/converted.

% of voting rights

SUBTOTAL 8. B 1

 

 

B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b))

Type of financial instrument

Expiration
date
x

Exercise/
Conversion Period 
xi

Physical or cash

settlementxii

Number of voting rights

% of voting rights

SUBTOTAL 8.B.2

 

 

 

9. Information in relation to the person subject to the notification obligation (please mark the

applicable box with an “X”)

Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii

Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or legal entity
xiv (please add additional rows as necessary)

X

Namexv

% of voting rights if it equals or is higher than the notifiable threshold

% of voting rights through financial instruments if it equals or is higher than the notifiable threshold

Total of both if it equals or is higher than the notifiable threshold

Peter Gyllenhammar

7.48%

7.48%

10. In case of proxy voting, please identify:

Name of the proxy holder

The number and % of voting rights held

The date until which the voting rights will be held

11. Additional informationxvi

Place of completion

Stockholm, Sweden

Date of completion

12/10/2017

SCHOLIUM GROUP’S SHAPERO RARE BOOKS SELLS 50% STAKE IN RUSSIAN STOCK

Scholium Group PLC on Tuesday said its subsidiary Shapero Rare Books Ltd has sold a 50% interest in its entire stock of Russian books, maps, prints and works on paper to PY Ltd.

PY is a company controlled by Pierre-Yves Guillemet, a former employee of Shapero.

The Russian stock had a cost and book value at March 31 of GBP1.0 million, and in the year ended on that date generated a contribution of around GBP15,000 to central costs.

The consideration comprises GBP250,000 payable on completion and a non-interest-bearing loan of GBP315,000 repayable from the sale of the Russian stock in the period to February 28, 2022. Any balance of the loan not repaid by then is to be repaid in cash in full by that date.

Scholium said it will retain ownership of 50% of the Russian stock, and will receive half the sale proceeds including a half share of the profit.

“We are delighted to have entered into this agreement with PY Ltd, which will enable us to redeploy part of our investment in the Russian stock into more buoyant parts of our business, whilst also retaining an interest in the profits which we are confident Pierre-Yves Guillemet will earn,” Chairman Jasper Allen said.

AGM Notice and posting of results

Scholium Group plc

(“Scholium Group” or the “Company”)

AGM Notice and posting of results

 Scholium Group is pleased to announce that yesterday it posted copies of its Annual Report and Financial Statements for the year ended 31 March 2017 to its shareholders.  A Notice convening the Company’s Annual General Meeting (AGM) was included.  The AGM will be held at 32 St. George Street, London W1S 2EA on Wednesday, 20 September 2017 at 10:30 a.m. 

A copy of the Annual Report and Financial Statements for the year ended 31 March 2017 as well as the Notice of the AGM is available on the Company’s website, www.scholiumgroup.com 

For further information please visit www.scholiumgroup.com or contact:

Scholium Group plc

Jasper Allen, Chairman

Simon Southwood, Chief Financial Officer

+44 (0)20 7493 0876

WH Ireland Ltd – Nominated Adviser

Chris Fielding

+44 (020) 7220 1666