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 +44 (0) 207 408 0022
Randeesh Sandhu, CEO
Sam Dobbyn, CFO
Jefferies International Limited (Financial +44 (0) 20 7548 4576
Adviser and Joint Corporate Broker)
Rishi Bhuchar
Ed Matthews
James Thomlinson
Liberum Capital Limited (Nominated Adviser +44 (0) 20 3100 2222
and Joint Corporate Broker)
Neil Patel
Gillian Martin
MHP Communications (Financial Public +44 (0) 20 3128 8100
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)
