Time Out has agreed to issue 134,707,395 new ordinary shares (representing approximately 90.7 per cent of its current issued share capital) at a price of 35 pence per share, raising gross proceeds of approximately £47.1 million. Admission of the new shares took place on 12 June 2020. Liberum Capital acted as sole bookrunner in relation to the equity fundraising.
The transaction was driven by the impact of the Covid-19 pandemic on the Time Out business and it is envisaged that the net proceeds of the placing and open offer will be used inter alia to support general working capital requirements, strengthen the balance sheet and to fund capital expenditure to progress the new Time Out markets in Waterloo and Porto to their scheduled openings. It is envisaged that the equity fundraising and debt refinancing, together with further strategic initiatives, will enable the Time Out business to emerge from Covid-19 with a stronger brand, a larger audience and a higher operating margin, and that the company will be well positioned to continue the successful Time Out Markets roll-out which transformed the business in 2019.
The Ashurst team was led by equity capital markets partner Simon Bullock, supported by senior associate Marianna Kennedy and associates Louise Johnson and Demi Pham. Jeffrey Sultoon also advised. In Madrid, finance partner Nick Pawson and senior associate Sam Tetlow led the Ashurst team advising on the debt refinancing. US Securities counsel Jeffrey Johnson advised on US securities law and senior associate Harry Thimont advised on Takeover Code considerations. Partner Nicholas Gardner and associate Rebecca Kell advised on tax matters. Private equity partners David Carter and Braeden Donnelly also advised.