Urban Exposure plc: Related Party Transaction

Urban Exposure plc (UEX) 
Urban Exposure plc: Related Party Transaction 
 
02-Jan-2020 / 07:00 GMT/BST 
Dissemination of a Regulatory Announcement that contains inside information 
according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group. 
The issuer is solely responsible for the content of this announcement. 
 
2 January 2020 
 
THIS ANNOUCEMENT INCLUDES INSIDE INFORMATION 
 
      Urban Exposure Plc 
 
      ("Urban Exposure" or the "Company") 
 
      Related Party Transaction 
 
       The Company announces that it will pay GBP400,000 to Jones Lang LaSalle 
     Corporate Finance Limited ("JLL") in respect of a historic introduction 
            arrangement. 
 
   In 2016, an agreement was entered into between JLL and the entities which 
 conducted the Urban Exposure business prior to the Company's launch in 2018 
   (the "Legacy UE Companies") pursuant to which JLL agreed to introduce the 
Legacy UE Companies to potential funding partners in return for introduction 
     fees should any funding be provided to the Legacy UE Companies or their 
            related parties (the "JLL Agreement"). 
 
    Following the Company's launch and its acquisition of the Urban Exposure 
      business, the UE Legacy Companies ceased operations and are now in the 
            process of being wound down. 
 
 In July 2018, subsidiaries of the Company entered into a joint venture with 
  KKR for the financing of mainstream housing developments throughout the UK 
  with an initial size of GBP165 million. Following announcement of this joint 
     venture, JLL claimed against the UE Legacy Companies for the payment of 
            introduction fees under the JLL Agreement. 
 
      JLL has agreed to settle its claim for GBP400,000, which the Company has 
  agreed to pay to draw the matter to a close. Although the Company is not a 
      party to the JLL Agreement, the Board believes that the benefit to the 
  Company of concluding this matter and not being drawn into any contentious 
  proceedings justifies payment by the Company of the settlement amount. The 
   cost of the GBP400k should be seen in the context of the KKR joint venture, 
        which will generate material earnings over the five-year life of the 
            venture. 
 
 As the Legacy UE Companies are entities ultimately controlled by two of the 
  executive directors (and their families), Randeesh Sandhu and Ravi Takhar, 
        the payment of the settlement amount is deemed to be a related party 
 transaction for the purposes of AIM Rule 13. Non-executive chairman William 
        McKee also holds a small stake in one of the Legacy UE Companies and 
   therefore is not being treated as independent in relation to AIM Rule 13. 
 
    The independent directors of the Company, being the directors other than 
   Randeesh Sandhu, Ravi Takhar and William McKee, having consulted with the 
 Company's nominated adviser, Liberum Capital Limited, consider that payment 
    of the settlement amount is fair and reasonable insofar as the Company's 
            shareholders are concerned. 
 
            Ends. 
 
            Enquiries: 
 
                        Urban Exposure Plc  [phone] 
 
                      Randeesh Sandhu, CEO 
 
                           Sam Dobbyn, CFO 
Jefferies International Limited (Financial  [phone] 
       Adviser and Joint Corporate Broker) 
 
                             Rishi Bhuchar 
 
                               Ed Matthews 
 
                          James Thomlinson 
Liberum Capital Limited (Nominated Adviser  [phone] 
               and Joint Corporate Broker) 
 
                                Neil Patel 
 
                            Gillian Martin 
      MHP Communications (Financial Public  [phone] 
                                Relations) 
 
                            Charlie Barker 
 
                          Patrick Hanrahan 
 
                            Sophia Samaras 
 
      - END - 
 
ISIN:          GB00BFNSQ303 
Category Code: MSCL 
TIDM:          UEX 
LEI Code:      213800Q7WLHGIHUFBT43 
Sequence No.:  38317 
EQS News ID:   945817 
 
End of Announcement EQS News Service 
 
 

(END) Dow Jones Newswires

January 02, 2020 02:00 ET (07:00 GMT)