Business
Strategic Update, Demerger of DFC and Zopa Sale
Strategic Update, Demerger of DFC and Zopa Sale.
About this update from Trufin Plc
[{"type":"text","content":"\n \nRNS Number : 5301W TruFin PLC 17 April 2019 \n\n \n17 April 2019\nTHIS ANNOUNCEMENT, INCLUDING THE APPENDICES AND THE INFORMATION CONTAINED IN THEM, IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, OR THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION, RELEASE OR DISTRIBUTION WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICES WITHIN THIS ANNOUNCEMENT. THIS ANNOUNCEMENT IS NOT AN OFFER OF SECURITES FOR SALE OR SOLICITATION OF AN OFFER TO BUY THE SECURITIES DISCUSSED HEREIN IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR IN ANY JURISDICTION IN WHICH SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL.\n \nTHIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU) NO.596/2014.\nTRUFIN PLC\n(\"TruFin\" or the \"Company\")\n \nDEMERGER OF DFC\nSALE OF ZOPA\nRETURN OF VALUE TO SHAREHOLDERS\nCONDITIONAL SALE OF SHARES IN DFC HOLDINGS ON BEHALF OF \nARROWGRASS MASTER FUND AND TRUFIN EBT\nNOTICE OF GENERAL MEETING\n \nTruFin is announcing, subject to shareholder approval, the demerger of Distribution Finance Capital Limited (\"DFC\") from TruFin to a new holding company, Distribution Finance Capital Holdings plc (\"DFC Holdings\") to be admitted to trading on AIM. TruFin believes that this will maximise the opportunity for DFC to obtain a bank licence.\n \nTruFin has also negotiated the sale of its entire stake in Zopa Group Limited (\"Zopa\") to Arrowgrass Master Fund Ltd (\"Arrowgrass\") for £44.5 million, subject to TruFin shareholder approval, and is investing £25 million of the proceeds of the sale into DFC to fund its Tier 1 equity.\n \nSubject to the Demerger being completed, the Board is proposing to return a minimum £10 million to shareholders during 2019, with £5 million being returned by 30 June 2019 and the remaining £5 million by 31 December 2019. The Board is currently considering the most appropriate arrangement to facilitate this.\n \nIn addition, Arrowgrass and the TruFin Employee Benefit Trust (\"TruFin EBT\") have conditionally placed 20.66% of DFC Holdings (the \"Sale Shares\") to institutional investors (the \"Vendor Placing\") at the Placing Price of 90 pence per Sale Share, reflec...