Distribution Finance Capital Holdings plc (LON:DFCH), the holding company of DF Capital Bank Limited, a newly authorised bank providing personal savings products and working capital solutions to dealers and manufacturers across the UK, has announced that it has conditionally placed with certain new and existing institutional and other investors, and entered into a direct subscription agreement in respect of, 72,727,273 new ordinary shares of one penny each in the capital of the Company at a price of 55.0 pence per Placing Share to raise £40.0 million (before expenses).
The Placing Shares represent approximately 68.2 per cent. of the Ordinary Shares in issue as at the date of this announcement.
Highlights
· Proceeds of the Placing of £40.0 million before expenses (approximately £38.6 million after expenses).
· Net proceeds of the Placing to be primarily utilised to accelerate the Group’s business plan and loan book growth by:
o unlocking significant and current pipeline of demand;
o allowing the Group to provide larger facilities to select customers where the Group is currently restricted due to regulatory large exposure limits; and
o removing the current £270 million constraint on the loan book and should support a loan book of up to £550 million.
· The acceleration of the Group’s loan book growth, coupled with the loan book being entirely funded by retail deposits, should hasten the achievement of run-rate profitability into the fourth quarter of 2021. Certain of the directors of the Company have conditionally agreed to subscribe for an aggregate of 381,464 Ordinary Shares through the Placing.
· The Placing is conditional upon, among other things, the passing of the resolutions which are to be proposed at a general meeting of the Company to be held on 22 February 2021 and admission of the Placing Shares to trading on AIM taking place by 8.00 a.m. on 23 February 2021 (or such later date as Investec Bank plc may decide being not later than 8.00 a.m. on 2 March 2021).
· The Board believes that raising equity finance using the flexibility provided by a non-pre-emptive placing is the most appropriate and optimal structure for the Company at this time. This allows both certain existing institutional shareholders and new institutional investors the opportunity to participate in the Placing.
· Investec is acting as nominated adviser, sole bookrunner and sole broker to the Company in relation to the Placing.
Carl D’Ammassa, Chief Executive Officer of DF Capital, commented:
“2020 was a strong year of delivery for the Group. Having received our banking licence and successfully launched our retail savings products, we now have sustainable low-cost funding in place that supports our growth plans.
“We have a proven track record of highly secured lending and have navigated the impact of COVID-19 well. Our working capital products are in demand and we see additional near-term opportunities to provide funding to dealers and manufacturers to support their needs. The Placing announced today will help us accelerate our business plan and unlock potential further growth opportunities, bringing forward our run-rate profitability.”
A shareholder circular, extracts of which are set out below, containing further details of the Placing and a notice of General Meeting of the Company to be convened for 10.00 a.m. on 22 February 2021 at which the Resolutions will be tabled, is expected to be sent to the Company’s shareholders today. A copy of the Circular will also be made available on the Company’s website, https://www.dfcapital-investors.com/investors/documents-circulars/.
