Category Archives: Regulatory News
Nov
Scholium Group plc
(“Scholium” or the “Company”)
Directors/PDMR Shareholding
The board is pleased to announce that, on 10 February 2015, Philip Blackwell and Charles Sebag-Montefiore notified the Company that they had acquired shares in the Company. The table below details the purchases:
| Shares owned before the transaction | Date shares purchased | Shares purchased | Price paid | Shares owned after the transaction | % of the currently issued ordinary share capital | |
| Philip Blackwell | 1,964,716 | 09.02.15 | 18,750 | 48p | 1,983,466 | 14.58% |
| Charles Sebag-Montefiore | 20,000 | 10.02.15 | 20,000 | 48p | 40,000 | 0.29% |
For further information, please contact:
| Scholium Group plc Jasper Allen, Chairman Simon Southwood, Chief Financial Officer | +44 (0)20 7493 0876 |
| WH Ireland Ltd – Nominated Adviser Chris Fielding/Mark Leonard | +44 (0)20 7220 1666 |
| Whitman Howard Ltd – Broker Ranald McGregor-Smith / Niall Devins | +44 (0)20 7087 4550 |
Nov
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TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi |
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1. Identity of the issuer or the underlying issuer |
SCHOLIUM GROUP PLC |
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2 Reason for the notification(please tick the appropriate box or boxes): |
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An acquisition or disposal of voting rights |
y |
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An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached |
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An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments |
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An event changing the breakdown of voting rights |
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Other (please specify): |
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3. Full name of person(s) subject to the |
HARGREAVE HALE LIMITED |
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4. Full name of shareholder(s) |
DISCRETIONARY CLIENTS |
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5. Date of the transaction and date on |
09 FEBRUARY 2015 |
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6. Date on which issuer notified: |
10 FEBRUARY 2015 |
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7. Threshold(s) that is/are crossed or |
5% |
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8. Notified details: |
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A: Voting rights attached to shares viii, ix |
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Class/type of
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Situation previous |
Resulting situation after the triggering transaction |
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Number |
Number |
Number |
Number of voting |
% of voting rights x |
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Direct |
Indirect |
Directxi |
Indirectxii |
Direct |
Indirect |
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GB00BJYS2173 |
1,241,000 |
1,241,000 |
0 |
0 |
0% |
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B: Qualifying Financial Instruments |
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Resulting situation after the triggering transaction |
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Type of financial |
Expiration |
Exercise/ |
Number of voting |
% of voting |
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C: Financial Instruments with similar economic effect to Qualifying Financial Instrumentsxv, xvi |
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Resulting situation after the triggering transaction |
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Type of financial |
Exercise price |
Expiration datexvii |
Exercise/ |
Number of voting rights instrument refers to
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% of voting rightsxix, xx
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Nominal |
Delta |
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Total (A+B+C) |
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Number of voting rights |
Percentage of voting rights |
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0 |
0% |
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9. Chain of controlled undertakings through which the voting rights and/or the |
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Proxy Voting: |
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10. Name of the proxy holder: |
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11. Number of voting rights proxy holder will cease |
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12. Date on which proxy holder will cease to hold |
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14. Contact name: |
David Clueit |
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15. Contact telephone number: |
01253 754739 |
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Nov
Scholium Group plc
(“Scholium”, the “Company” or, together with its subsidiaries, the “Group”)
Disposal
2 April 2015
Further to the announcement made on 9 February 2014, the Board of Scholium is pleased to announce that it has entered into a binding agreement for the disposal of its South Kensington operations, South Kensington Books and Ultimate Library,to a company controlled by Philip Blackwell, a director of Scholium.
The agreed terms provide for an aggregate cash consideration of £140,000, representing a premium of 15% to the value of the unaudited attributable net assets as at 31 December 2014. The disposal will enable the Group to focus on its rare and collectible goods businesses, with the proceeds providing working capital to invest in those businesses.
In the year to 31 March 2014, the South Kensington operations generated turnover of £650,088 and a profit before taxation, after allocation of certain central costs, of £24,351.
As this transaction represents a related party transaction under the AIM Rules, the Directors, other than Phillip Blackwell, having consulted with WH Ireland Limited, consider the terms of the disposal to be fair and reasonable insofar as shareholders are concerned.
The Board will update the market on trading in the year ended 31 March 2015 prior to the close period commencing 30 April 2015.
| Scholium Group plc Jasper Allen, Chairman Simon Southwood, Chief Financial Officer | +44 (0)20 7493 0876 |
| WH Ireland Ltd – Nominated Adviser Chris Fielding | +44 (0)20 7220 1666 |
| Whitman Howard Ltd – Broker Ranald McGregor-Smith / Niall Devins | +44 (0)20 7659 1234 |
Nov
Scholium Group plc
(“Scholium” or, together with its subsidiaries, the “Group”)
Pre-Close Update
24 April 2015
The Directors of Scholium provide an update on trading in advance of the close period.
Shapero Rare Books
In common with the experience of other dealers in collectible and antique goods, Shapero Rare Books has experienced a more challenging year than expected, primarily as a result of lower sales of high value items, particularly to customers of Russian and East European origin.
On a positive note, Shapero Modern, the Group’s Modern and Contemporary prints department, was launched in mid 2014 and has grown during the year to represent more than 5% of group revenue.
Scholium Trading
Trading by the Group alongside other dealers in the broader arts and collectibles market has developed, been profitable and now represents c. 12% of Group revenue. Whilst gross margins are in the region of 13%, stock turnover is higher than originally anticipated; the value-weighted average holding period of stock acquired for sale is approximately 65 days. The Group continues to evaluate a number of interesting opportunities across multiple fields in the art and collectibles market.
Out Turn for the Year & Balance Sheet
The Board expects that the Group will report a pre-tax loss (before share based charges) in the region of £0.5 million for the year ended 31 March 2015. The Group’s balance sheet remains healthy with over £2 million of cash and high quality stock supporting an unaudited net asset value in excess of £10 million (73p per ordinary share).
The Directors anticipate releasing the preliminary statement of the Group’s results for the year ended 31 March 2015 in late June.
Commenting on the above, Jasper Allen, Chairman of Scholium, commented:
“It is disappointing that buying activity in the traditional customer base of Shapero Rare Books has suffered in the last 12 months and impacted our performance. None the less, the Board remains confident that a more normal level of activity will return to the business in the medium term and is actively seeking new opportunities where it has the expertise and capital, whilst conserving cash.”
| Scholium Group plc Jasper Allen, Chairman Simon Southwood, Chief Financial Officer | +44 (0)20 7493 0876 |
| WH Ireland Ltd – Nominated Adviser Chris Fielding/Mark Leonard | +44 (0)207 220 1666 |
| Whitman Howard Ltd – Broker Ranald McGregor-Smith / Niall Devins | +44 (0) 207 659 1240 |
Nov
Scholium Group plc
(“Scholium” or the “Company”)
Holding in Company
1 May 2015
The Company was notified on 30 April 2015 that, on the same day, The Paul Raymond 1996 Accumulation and Maintenance Settlement for Fawn and India James trust acquired 420,500 shares in the Company at a price of 37.5p per share. Following the acquisition, the trust is interested in 420,500 Ordinary Shares of the Company, representing approximately 3.09% of the issued share capital of the Company .
| Scholium Group plc Jasper Allen, Chairman Simon Southwood, Chief Financial Officer | +44 (0)20 7493 0876 |
| WH Ireland Ltd – Nominated Adviser Chris Fielding/Mark Leonard | +44 (0)207 220 1666 |
| Whitman Howard Ltd – Broker Ranald McGregor-Smith / Niall Devins | +44 (0) 207 659 1240 |
Nov
Scholium Group plc
(“Scholium Group” or the “Company”)
Intended date of release of Interim Results
Scholium Group intends to release its interim Results for the six months ended 30 September 2015 on 9 December 2015.
Ends
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 and Broker
Chris Fielding/Mark Leonard +44 (020) 7220 1666
Nov
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TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi |
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1. Identity of the issuer or the underlying issuer |
SCHOLIUM GROUP PLC |
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2 Reason for the notification(please tick the appropriate box or boxes): |
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An acquisition or disposal of voting rights |
X |
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An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached |
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An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments |
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An event changing the breakdown of voting rights |
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Other (please specify): |
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3. Full name of person(s) subject to the |
City Asset Management Plc |
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4. Full name of shareholder(s) |
CAM Nominees Ltd |
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5. Date of the transaction and date on |
16/05/2017 |
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6. Date on which issuer notified: |
16/05/2017 |
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7. Threshold(s) that is/are crossed or |
3% |
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8. Notified details: |
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A: Voting rights attached to shares viii, ix |
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Class/type of
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Situation previous |
Resulting situation after the triggering transaction |
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Number |
Number |
Number |
Number of voting |
% of voting rights x |
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Direct |
Directxi |
Indirectxii |
Direct |
Indirect |
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530,469 |
530,469 |
0 |
0 |
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GB00BJYS2173 |
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B: Qualifying Financial Instruments |
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Resulting situation after the triggering transaction |
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Type of financial |
Expiration |
Exercise/ |
Number of voting |
% of voting |
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C: Financial Instruments with similar economic effect to Qualifying Financial Instrumentsxv, xvi |
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Resulting situation after the triggering transaction |
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Type of financial |
Exercise price |
Expiration datexvii |
Exercise/ |
Number of voting rights instrument refers to
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% of voting rightsxix, xx
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Nominal |
Delta |
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Total (A+B+C) |
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Number of voting rights |
Percentage of voting rights |
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0 |
0 |
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9. Chain of controlled undertakings through which the voting rights and/or the |
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Proxy Voting: |
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10. Name of the proxy holder: |
CAM Nominees Ltd |
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11. Number of voting rights proxy holder will cease to hold: |
530,469 |
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12. Date on which proxy holder will cease to hold voting rights: |
18/05/2017 |
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14. Contact name: |
Damien McConnell |
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15. Contact telephone number: |
0207 324 2933 |
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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
LEI – 213800X174X5ARSGSN91 | |||||
| 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 | R300 Fund Segregated Portfolio, a segregated portfolio of Rampart Capital SPC Ltd | |||||
| City and country of registered office (if applicable) | George Town, Grand Cayman, Cayman Islands | |||||
| 4. Full name of shareholder(s) (if different from 3.)v | ||||||
| Name | ||||||
| City and country of registered office (if applicable) | ||||||
| 5. Date on which the threshold was crossed or reachedvi: | 16/03/2018 | |||||
| 6. Date on which issuer notified (DD/MM/YYYY): | 16/03/2018 | |||||
| 7. Total positions of person(s) subject to the notification obligation | ||||||
| % of voting rights attached to shares (total of 8. A) | % ofvoting rights throughfinancial instruments | 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 | 4.21% | 4.21% | 573,000 | |||
| Position of previous notification (if applicable) | ||||||
| 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 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 | 573000 | 4.21% | |||||||
| SUBTOTAL 8. A | 573000 | 4.21% | |||||||
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| 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 | Exercise/ | Number of voting rights that may be acquired if the instrument is exercised/converted. | % of voting rights | |||||
| SUBTOTAL 8. B 1 | |||||||||
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| 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 | Exercise/ | Physical or cash settlementxii | Number of voting rights | % of voting rights | ||||
| SUBTOTAL 8.B.2 | |||||||||
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| 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 | 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 | |
| Giles White 55%, Jim Webb 22.5% Ivo Fiennes 22.5% as shareholders of Rampart Capital Cayman Ltd | 4.21% | 4.21% | ||
| Rampart Capital Cayman Ltd | 4.21% | 4.21% | ||
| Rampart Capital SPC Ltd | 4.21% | 4.21% | ||
| R300 Fund Segregated Portfolio, a segregated portfolio of Rampart Capital SPC Ltd | 4.21% | 4.21% | ||
| 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 | London |
| Date of completion | 19/03/2018 |
Nov
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TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi |
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1. Identity of the issuer or the underlying issuer |
Scholium Group plc |
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2 Reason for the notification(please tick the appropriate box or boxes): |
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An acquisition or disposal of voting rights |
X |
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An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached |
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An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments |
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An event changing the breakdown of voting rights |
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Other (please specify): |
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3. Full name of person(s) subject to the |
Peter Gyllenhammar |
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4. Full name of shareholder(s) |
The Union Discount Company of London Ltd Peter Gyllenhammar AB |
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5. Date of the transaction and date on |
16/05/2017 |
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6. Date on which issuer notified: |
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7. Threshold(s) that is/are crossed or |
From 1% to 5% |
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8. Notified details: |
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A: Voting rights attached to shares viii, ix |
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Class/type of
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Situation previous |
Resulting situation after the triggering transaction |
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Number |
Number |
Number |
Number of voting |
% of voting rights x |
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Direct |
Directxi |
Indirectxii |
Direct |
Indirect |
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Ordinary SharesGB00BJYS2173 |
210,867
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210,867
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741,336 |
741,336 |
5.45% |
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B: Qualifying Financial Instruments |
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Resulting situation after the triggering transaction |
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Type of financial |
Expiration |
Exercise/ |
Number of voting |
% of voting |
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C: Financial Instruments with similar economic effect to Qualifying Financial Instrumentsxv, xvi |
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Resulting situation after the triggering transaction |
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Type of financial |
Exercise price |
Expiration datexvii |
Exercise/ |
Number of voting rights instrument refers to
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% of voting rightsxix, xx
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Nominal |
Delta |
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Total (A+B+C) |
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Number of voting rights |
Percentage of voting rights |
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741,336 |
5.45% |
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9. Chain of controlled undertakings through which the voting rights and/or the |
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Peter Gyllenhammar is the 100% owner of the following companies owning the shares in Scholium Group plc:
The Union Discount Company of London Ltd Peter Gyllenhammar AB
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Proxy Voting: |
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10. Name of the proxy holder: |
N/A |
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11. Number of voting rights proxy holder will cease |
N/A |
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12. Date on which proxy holder will cease to hold |
N/A |
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14. Contact name: |
Peter Gyllenhammar |
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15. Contact telephone number: |
0046 708 185244 |
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