Experience
Advised AQSE-Quoted Silverwood Brands in Multimillion-Pound Acquisitions of Lush Stake and Sonotas
Advised AQSE-quoted Silverwood Brands Plc in connection with its acquisition of minority stakes in Lush, a British skincare and cosmetics manufacturer and retailer, for approximately £216.8 million, as well as with the conditional acquisition of the Sonotas Group, a Japan-based skincare manufacturer, for approximately £18 million (Japanese ¥ 3,042.2 million).
£5 Million Equity Fundraising for Baron Oil
Advised Baron Oil Plc, an AIM-quoted oil and gas exploration company, on its equity fundraising of £5 million (before expenses) by way of a placing and subscription, which was oversubscribed. In addition, advised the client in connection with a separate retail offer launched to existing shareholders through the REX trading platform, giving existing shareholders an opportunity to participate in the fundraising at the issue price.
Advised Silverwood Brands Plc on Equity and Debt Fundraising of £6 Million
Advised AQSE-quoted Silverwood Brands Plc as a part of its equity and debt fundraising of £6 million (Fundraising) announced on 13 October 2022. The team acted for Silverwood in connection with an unsecured loan facility with Castelnau Group Limited, a closed-ended investment company trading on the Specialist Fund Segment of the London Stock Exchange (Castelnau), for approximately £4.4 million. In addition, Castelanu agreed to subscribe for 2,285,715 new ordinary shares at a price of 70p per share in Silverwood, amounting to an aggregate of £1.6 million. The full loan facility was drawdown to enable completion of the acquisition of Nailberry by Silverwood.
Joan Yu (Partner and head of U.K. Capital Markets) led the transaction, assisted by Solicitor Cameron Sutton (qualified in Western Australia) and Trainee Solicitor Sebastian Clark.
Advised Silverwood Brands Plc on Debt Facility
Advised AQSE-quoted Silverwood Brands Plc on a debt facility. The team acted for Silverwood in connection with an unsecured convertible loan facility of £1.5 million with Castelnau Group Limited, the closed-ended investment company trading on the Specialist Fund Segment of the London Stock Exchange, for general working capital purposes.
Joan Yu (Partner and head of U.K. Capital Markets) led the transaction, assisted by Solicitor Cameron Sutton (qualified in Western Australia) and Trainee Solicitor Sebastian Clark.
Advised on Equity Fundraising for Samarkand Group Plc
Advised AQSE-quoted Samarkand Group Plc, a cross-border e-commerce technology, services and consumer brand group, on a new fundraising by way of an open offer of new ordinary shares. Samarkand is listed on the APEX segment of the Aquis Stock Exchange Growth Market. The fundraising was successful, with the new ordinary shares admitted to trading on 26 September 2022.
Joan Yu (Partner and head of U.K. Capital Markets) led the transaction, assisted by Solicitor Cameron Sutton (qualified in Western Australia) and Trainee Solicitor Sebastian Clark.
Represented Joint Brokers on Anglesey Mining Plc Equity Fundraising and Debt Restructuring
Represented joint brokers Canaccord Genuity Limited and WH Ireland Limited as part of Anglesey Mining Plc’s equity fundraising and debt restructuring. Anglesey is an AIM listed company engaged in exploring and developing its Parys Mountain property in Anglesey, Wales, which hosts a significant polymetallic zinc, copper, lead, silver and gold deposit. The equity fundraising comprised a placing and separate subscription for new ordinary shares, with the net proceeds to be applied towards advancing the Parys Mountain project through further technical activities, as well as other general working capital expenses of the company. As part of the transaction, Anglesey also undertook a debt restructuring, through a restructuring and partial conversion into further new ordinary shares of its existing working capital debt facility with its largest shareholder, Juno Limited. Nick Heap led the team on this transaction assisted by Cameron Sutton and Sebastian Clark.
Advised Metals Exploration Plc on a Reduction of Capital and Capital Reorganisation
Advised Metals Exploration Plc on a reduction of capital as a part of a capital reorganisation of the company. Metals is an AIM listed company that is engaged in mineral resource exploration and development in the Philippines. The reduction of capital has restructured the company’s balance sheet to eliminate accumulated losses on the company’s profit and loss account, providing the company with flexibility to pay dividends and/or make distributions to shareholders in the future. The capital reduction was approved by the High Court of England and Wales on 19 July 2022 and subsequently registered at Companies House thereafter. As a part of the capital reorganisation, the entire share capital of the company was subdivided into New Ordinary shares and Deferred shares, with the Deferred shares and the entire existing Share Premium Account of the company being subsequently cancelled. The capital reduction has created a pool of distributable reserves which can now be used in the future to absorb losses and/or effect distributions or other returns of value to shareholders.
Nick Heap, Partner in the U.K. Capital Markets team, led the transaction assisted by William Bainbridge (Associate Solicitor) and Cameron Sutton (Solicitor – qualified in Western Australia).
Advised Silverwood Brands Plc on Acquisition of Balmonds Skincare Limited, Admission to AQSE Growth Market
Advised Silverwood Brands Plc in connection with its acquisition of Balmonds Skincare Limited and the contemporaneous admission of the enlarged group to trading on the AQSE Growth Market. Total consideration for the acquisition amounted to up to £8 million. (For more information, see the 23 June 2022 announcement.)
Advised AIM-Quoted Oil and Gas Exploration Company, Baron Oil Plc, on an Equity Fundraising
Advised Baron Oil Plc on its recent oversubscribed equity fundraising by way of a placing and subscription. Allenby Capital Limited acted as the Company’s broker in connection with the fundraising.
Baron Oil is an independent AIM-quoted oil and gas exploration company which currently holds exploration acreage in the U.K. and Timor-Leste.
The majority of the net proceeds of the fundraising will be applied towards activities in relation to the Company’s operations in Timor-Leste, namely the TL-SO-19-16 PSC (Chuditch) project, where the Company is focused on setting up a potential two-well drilling campaign for Chuditch in 2023. In addition, the Company will apply some of the net proceeds from the fundraise towards progressing key decision points on the Company’s UK P2478 Licence project situated in Inner Moray Firth.
Joan Yu, head of the U.K. Capital Markets team, led the transaction assisted by Cameron Sutton (Solicitor – qualified in Western Australia) and Sebastian Clark (paralegal).
