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Conygar Zdp Plc the Conygar Investment Company Plc Liberum Capital Limited

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Conygar Zdp Plc the Conygar Investment Company Plc Liberum Capital Limited THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the action you should take you are recommended to seek your own financial advice immediately from an independent financial adviser, who is authorised under the Financial Services and Markets Act 2000 (as amended) if you are in the United Kingdom, or from another appropriately authorised independent financial adviser if you are in a territory outside the United Kingdom. A copy of this document, which constitutes a prospectus relating to Conygar ZDP PLC (the ‘‘Issuer’’) in connection with the issue of ZDP shares of £0.01 each in the capital of the Issuer (‘‘ZDP Shares’’), prepared in accordance with the Prospectus Rules of the Financial Conduct Authority (‘‘FCA’’) made under Section 84 of FSMA, has been filed with the FCA in accordance with Rule 3.2 of the Prospectus Rules. Application has been made to the UK Listing Authority and to the London Stock Exchange respectively for admission of the ZDP Shares: (i) to the Official List (by way of a standard listing under Chapter 14 of the Listing Rules); and (ii) to the London Stock Exchange’s main market for listed securities. It is expected that Admission will become effective and that unconditional dealings in the ZDP Shares will commence on the London Stock Exchange at 8.00 a.m. (London time) on 10 January 2014. The attention of prospective investors is drawn, in particular, to the Risk Factors set out on pages 11 to 17 of this prospectus. CONYGAR ZDP PLC (a company incorporated in England and Wales with registered number 8794437) a wholly-owned subsidiary of THE CONYGAR INVESTMENT COMPANY PLC (a company incorporated in England and Wales with registered number 4907617) Placing of 30 million ZDP Shares at a Placing Price of £1.00 per ZDP Share Sole Bookrunner and Financial Adviser LIBERUM CAPITAL LIMITED Liberum Capital Limited, which is authorised and regulated by the FCA, is acting for the Issuer and the Parent and for no-one else in connection with the matters described in this prospectus and will not be responsible to anyone other than the Issuer and the Parent for providing the protections afforded to its clients, nor for providing advice in relation to the contents of this prospectus or any transaction or arrangement referred to herein. The distribution of this prospectus and/or the transfer of the ZDP Shares in certain jurisdictions may be restricted by law. No action has been or will be taken to permit a public offering of the ZDP Shares or to permit the possession or distribution of this prospectus (or any other offering or publicity materials related to the ZDP Shares) in any jurisdiction where action for that purpose may be required. Accordingly, neither this prospectus nor any advertisement or any other offering material may be distributed or published in any jurisdiction except under circumstances that will result in compliance with any applicable laws and regulations. Persons into whose possession this prospectus comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities law of any such jurisdictions. This prospectus does not constitute an offer to sell, or the solicitation of an offer to acquire or subscribe for, ZDP Shares in any jurisdiction where such an offer or solicitation is unlawful or would impose any unfulfilled registration, qualification, publication or approval requirements on the Issuer, the Parent or Liberum. The offer and sale of ZDP Shares have not been and will not be registered under the applicable securities laws of the United States, Australia, Canada, South Africa or Japan. Subject to certain exceptions, the ZDP Shares may not be offered or sold within the United States, Australia, Canada, South Africa or Japan or to any national, resident or citizen of the United States, Australia, Canada, South Africa or Japan. APPLICATION HAS BEEN MADE FOR THE ZDP SHARES TO BE ADMITTED TO A STANDARD LISTING ON THE OFFICIAL LIST. A STANDARD LISTING WILL AFFORD INVESTORS IN THE ISSUER A LOWER LEVEL OF REGULATORY PROTECTION THAN THAT AFFORDED TO INVESTORS IN COMPANIES WITH PREMIUM LISTINGS ON THE OFFICIAL LIST, WHICH ARE SUBJECT TO ADDITIONAL OBLIGATIONS UNDER THE LISTING RULES OF THE FCA. CONTENTS SUMMARY 3 RISK FACTORS 11 IMPORTANT NOTICES 18 CONSEQUENCES OF A STANDARD LISTING 21 EXPECTED TIMETABLE 23 PLACING STATISTICS 23 DEALING CODES 23 DIRECTORS AND ADVISERS OF THE ISSUER 24 PART I – INFORMATION ON THE PLACING 25 PART II – INFORMATION ON THE ISSUER 28 PART III – INFORMATION ON THE PARENT 30 PART IV – VALUATION REPORT 38 PART V – DETAILS OF THE ZDP SHARES 47 PART VI – PRINCIPAL BASES AND ASSUMPTIONS 50 PART VII – TAXATION 51 PART VIII – ADDITIONAL INFORMATION 54 PART IX – DEFINITIONS 87 APPENDIX – PART A – ANNUAL REPORTS AND AUDITED CONSOLIDATED A-1 FINANCIAL STATEMENTS OF THE GROUP FOR THE YEAR ENDED 30 SEPTEMBER 2011 PART B – ANNUAL REPORTS AND AUDITED CONSOLIDATED A-68 FINANCIAL STATEMENTS OF THE GROUP FOR THE YEAR ENDED 30 SEPTEMBER 2012 PART C – ANNUAL REPORTS AND AUDITED CONSOLIDATED A-137 FINANCIAL STATEMENTS OF THE GROUP FOR THE YEAR ENDED 30 SEPTEMBER 2013 2 c109277pu010 Proof 4: 2.1.14_12:34 B/L Revision: 0 Operator DadA SUMMARY Summaries are made up of disclosure requirements known as ‘Elements’. These elements are numbered in Sections A-E (A.1-E.7). This summary contains all the Elements required to be included in a summary for this type of security and issuer. Because some Elements are not required to be addressed there may be gaps in the numbering sequence of the Elements. Even though an Element may be required to be inserted into the summary because of the type of security and issuer, it is possible that no relevant information can be given regarding the Element. In this case a short description of the Element is included in the summary with the mention of ‘not applicable’. Section A – Introduction and warnings A.1 Warning This summary should be read as an introduction to this prospectus. Any decision to invest in the ZDP Shares should be based on consideration of this prospectus as a whole. Where a claim relating to the information contained in this prospectus is brought before a court, the plaintiff investor might, under the national legislation of the Member States, have to bear the costs of translating this prospectus before legal proceedings are initiated. Civil liability attaches to those persons responsible for this summary, including any translation of this summary, but only if this summary is misleading, inaccurate or inconsistent when read together with the other parts of this prospectus or it does not provide, when read together with the other parts of this prospectus, key information in order to aid investors when considering whether to invest in the ZDP Shares. A.2 Use of prospectus Not applicable. The Issuer is not engaging any financial intermediaries by financial for any resale of securities requiring a prospectus after publication of this intermediaries prospectus. Section B – Issuer and the guarantor B.1 Legal and Commercial The Issuer’s legal and commercial name is Conygar ZDP PLC. Name B.2 Domicile/Legal Form/ The Issuer was incorporated in England and Wales on 28 November Legislation/ Country 2013 as a public limited company with registered number 8794437. The of Incorporation principal legislation under which the Issuer operates is the Act. The Issuer is domiciled in the United Kingdom. B.3 Nature of issuer/ The Issuer is a wholly owned subsidiary of the Parent and was Current operations/ incorporated by the Parent to be the issuer of the ZDP Shares. Principal activities The Issuer has not traded and, following completion of the Placing, the Issuer’s only material financial obligations will be in respect of the ZDP Shares and its only material assets will be its loan of the Net Placing Proceeds to the Parent pursuant to the Loan Agreement and the obligation of the Parent to put the Issuer in a position to meet its obligations in respect of the ZDP Shares pursuant to the Contribution Agreement. B.4a Known trends Not applicable. B.5 Group structure The Issuer is a wholly-owned subsidiary of the Parent formed solely for the purpose of issuing the ZDP Shares. The Issuer has no subsidiaries. 3 c109277pu020 Proof 4: 2.1.14 B/L Revision: 0 Operator DadA B.6 Notifiable interests The Issuer is not aware of any person (other than the Parent) who, directly or indirectly, jointly or severally, owns or controls 3 per cent. or more of the issued ordinary shares of the Issuer or who could, directly or indirectly, jointly or severally, exercise control over the Issuer. Major shareholders in the Issuer do not have voting rights in respect of the Issuer’s share capital which differ from those of any other shareholder holding shares in the same class in the Issuer. B.7 Historical financial Not applicable to the Issuer which has no historical financial information. information B.8 Pro forma financial Not applicable. No pro-forma financial information has been included in information this prospectus. B.9 Profit forecast Not applicable. No profit forecast or estimate is made in this prospectus. B.10 Qualifications in the Not applicable. No qualified audit report. audit report B.11 Working capital Not applicable. The Issuer is of the opinion that the working capital insufficiency available to it is sufficient for its present requirements, that is for at least the next 12 months from the date of this prospectus. B.18 Guarantee Immediately following Admission, the Issuer will lend the Net Placing Proceeds to the Parent by way of an interest free loan pursuant to the Loan Agreement.
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