AIM Rule 26

This information is included for the purposes of AIM Rule 26.

Selkirk Group Plc is listed on the Alternative Investment Market (AIM) on the London Stock Exchange and seeks to comply with the principles of good corporate governance as stated in the QCA Corporate Governance Code to the extent that is appropriate for an AIM company of its size and nature.

Last Updated: 7 November 2024

Business Description

Information about the business can be found on the [About Us] page.

 Investment Policy

The Company will look to achieve its strategy by taking an active approach to seeking an acquisition within the following parameters:

  • Geographic focus: Initially the Company’s focus will be acquiring a business headquartered in the United Kingdom.

  • Sector focus: The Company intends to focus its search in the Consumer, Technology and digital media related sectors, including  retail, software and digital sub-sectors.

  • Target companies: The Company will seek to acquire a business with good market fundamentals and a strong track record but which the Directors believe is currently undervalued and would benefit from a stand-alone listing. It is likely that a target will have its own management, but new non-executive directors will be introduced to advise on strategy and governance.

  • Types of transaction and control of investments: It is anticipated that the Company will acquire all of, or a controlling-interest in, the ordinary equity of the target company. It is anticipated that ownership will be on a long-term basis. In the event that a target company is part of a larger company, it is possible that the vendor or its investors will have a shareholding in Selkirk following completion of the First Acquisition. If the Board believe it is necessary, appropriate controls will be put in place to ensure the Group's operations can be maintained independently from any vendor, including requiring the vendor to enter into a relationship agreement or similar.

  • Investment size: The Directors intend that initial funds raised pursuant to the Fundraising will be used for the purposes of funding operational expenses and to undertake due diligence on potential target acquisitions and to fund the First Acquisition. It is envisaged that the First Acquisition will be in a company with an enterprise value anticipated to be not less than £30 million and not more than £1 billion. An acquisition of this scale is likely to constitute a Reverse Takeover under the AIM Rules for Companies and completion of the First Acquisition would therefore be subject to the prior approval of Shareholders at a general meeting.

  • Nature of returns: It is anticipated that returns to Shareholders will be delivered through a combination of an appreciation in the Company’s share price and, if appropriate, annual dividends paid out of retained earnings (following completion of the First Acquisition) as well as return of cash to Shareholders following any disposal of any assets.

Any material change to the Investment Policy will be made only with the approval of Shareholders.

In accordance with the AIM Rules for Companies, if the Company has not substantially implemented its Investment Policy within 18 months of Admission, the Company will either ask Shareholders to approve an orderly winding up of the Company and return of funds to Shareholders (after payment of expenses and liabilities of the Company), or alternatively it will seek Shareholder approval for its Investment Policy at each subsequent annual general meeting until such time as the Investment Policy has been substantially implemented.

Directors’ Names and Biographies

Information about our directors can be found on the [Management Team] page.

Corporate Governance

The company’s Statement of Compliance with the QCA Corporate Governance Code can be found on the [Corporate Governance] page.

Country of Incorporation and Main country of Operation

  • Country of incorporation – England and Wales

  • Company registration number – 15975897

  • Main country of operation – United Kingdom

Current constitutional documents

Information can be found on the [Key Documents] page.

Admission document

Information can be found on the [Key Documents] page.

UK City Code on Takeovers and Mergers

The company is subject to the UK City Code on Takeovers and Mergers.

Other Exchanges and Trading Platforms

The company’s shares are traded on the AIM Market of the London Stock Exchange plc. There are no other exchanges or trading platforms on which the company has applied or agreed to have its securities admitted to or traded on.

Shares in issue

Information can be found on the [Significant Shareholders] page.

Percentage of shares not held in public hands

Information can be found on the [Significant Shareholders] page.

Annual and Interim Financial Reports

Information can be found on the [Reports and Presentations] page.

Regulatory News

Announcements can be found on the [Regulatory News] page.

Advisers

Information can be found on the [Advisers] page.