|Name of issuer||Bruce Pubs plc|
|Name of Issuer’s Corporate Adviser and other Professional Advisers||
|Incorporation details||The Company was incorporated in England and Wales on 7 March 2018 with registered number 11240242 as a Public Limited Company|
Kevan Douglas Fullerton – Executive Director
After graduating in mechanical engineering from Edinburgh University, Kevan began his career in sales, initially in the filtration industry and then in telecoms equipment before he established a telecom services business which was sold in 1997.
Together with Scott, he has grown the Group to its current estate of 19 venues. Kevan has overall responsibility for the managing and directing the business including operations, marketing and finance.
Scott Fraser Piatkowski – Executive Director
Scott obtained a diploma in accounting from University of Abertay, Dundee and then moved into the licensed leisure industry in bar management across central Scotland, gaining a wide range of experience the sector. Since 1997 he has worked with Kevan Fullerton running pubs and bars, ultimately leading to the creation of the Bruce Group in 1999.
Scott shares responsibility for overall management of the business with particular responsibility for managing and developing the properties.
Kenneth James Gribben (“Ken”) Hillen – Independent Non-executive Director
Following a degree in economics from The University of Edinburgh, Ken began his career in 1977 with Royal Bank of Scotland. He went on to hold a number of senior banking roles including senior corporate director at RBS, managing director for Scotland and Northern Ireland at Anglo Irish Bank and, until 2009, head of commercial and corporate banking for Scotland at Bank of Ireland.
Ken is currently a non-executive director of SQN Secured Income Fund plc, an investment company listed on the Main Market of the LSE and of Salutem Healthcare, a private equity backed provider of specialist healthcare.
|Description of Business and Operations||Bruce Pubs plc (“Bruce Pubs” or the “Company”) is a recently-formed public limited company incorporated in England and Wales on 7 March 2018 and is a wholly-owned subsidiary of Bruce Group Scotland Limited (“Bruce Group”).
Bruce Group is a holding company, established in 2002, that presently owns and/or operates 19 bars in Scotland on a tenanted or managed basis. To date, Bruce Group has financed its expansion through retained profit and bank debt. In order to further expand the Bruce Group’s activities, the Directors have established Bruce Pubs which will issue up to £20 million of bonds to investors by way of a bond programme, with an initial tranche being issued shortly before admission to the NEX Exchange Growth Market and subsequent tranches being issued after admission. The proceeds of bonds to be issued subsequent to admission will be used to acquire further sites which will be owned by the subsidiaries of Bruce Pubs, and the bonds will be secured by Bruce Pubs’ assets and any venues acquired through the proceeds of the bonds.
|Number Securities in Issue and Percentage of Shares in Public Hands||Bruce Pubs is capitalised at £50,000, all of which has been fully paid up in cash. As 100% of the issued ordinary shares of Bruce Pubs is held by Bruce Group Scotland Limited, none of Bruce Pubs’ ordinary shares is held in public hands.
On Admission (as defined by the Base Admission Document dated 21 December 2018, Bruce Pubs has issued 10,000 bonds of £1 par each. Information concerning further issues can be found in the ‘Announcements’ page.
|Convertible Instruments||Bruce Pubs has not issued any instruments that are convertible into, or that confer a right to subscribe for, securities.|
|Substantial Shareholdings||One hundred per cent. of the issued ordinary shares of Bruce Pubs is held by Bruce Group Scotland Limited. Kevan Fullerton and Scott Piatkowski each of 50% of the ordinary shares capital of Bruce Group Scotland Limited.|
|Regulatory Announcements||Announcement dated 10 January 2019 (link here)
Announcement dated 21 December 2018 (link here
|Annual Reports||Group Strategic Report, Report of the Directors and Audited Consolidated Financial Statements of Bruce Group Scotland Limited for the Year Ended 30 June 2018 for Bruce Group Scotland Ltd (link here)
Group Strategic Report, Report of the Directors and Audited Consolidated Financial Statements of Bruce Group Scotland Limited for the Year Ended 30 June 2017 for Bruce Group Scotland Ltd (link here)
Group Strategic Report, Report of the Directors and Audited Consolidated Financial Statements of Bruce Group Scotland Limited for the Year Ended 30 June 2016 for Bruce Group Scotland Ltd (link here)
|Admission Document||Base Admission Document dated 21 December 2018 (link here)
Pricing Supplement dated 17 December 2018 (link here)
|Article 17 of MAR||None|