Issue of Ordinary Shares
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR TO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE PUBLICATION, DISTRIBUTION OR RELEASE OF THIS ANNOUNCEMENT WOULD BE UNLAWFUL.
3 June 2021
ROUND HILL MUSIC ROYALTY FUND LIMITED
("RHM" or the "Company")
Issue of Ordinary Shares
Round Hill Music Royalty Fund Limited announces that following the successful acquisition of the Pipeline Investments, as outlined in the Company's prospectus published on 19 October 2020 (the "Prospectus"), there is a limited partner of Round Hill Fund One, a private fund whose investments are managed by Round Hill, that wishes to retain their exposure to the Catalogues that have recently been acquired by the Company.
As outlined in the Prospectus, the Company shall be entitled to issue Ordinary Shares at the Issue Price of US$1.00 per Ordinary Share (being the price at the Initial Issue) to investors in Round Hill Fund One who wish to re-invest any distributions received by them from Round Hill Fund One immediately following the disposal by Round Hill Fund One to RHM of all or any of the Pipeline Investments.
To satisfy this demand, application has been received from Josh Gruss (the principal of Round Hill LP and a limited partner in Round Hill Fund One) for 2,000,000 Ordinary Shares ("New Shares") which will be issued at a price of US$1.00 per Ordinary Share pursuant to a placing under the Placing Programme. Of these, Josh Gruss will donate 950,000 New Shares to establish a Round Hill scholarship to support students at Berklee College of Music in Boston and 50,000 New Shares to the National Museum of African American Music in Nashville. Although the New Shares are not required to be subject to a lock-in arrangement, the 1,000,000 New Shares retained by Josh Gruss will be subject to the lock-in arrangements which apply to management, as outlined in the Prospectus.
The Board announces that the option for the limited partner investors in Round Hill Fund One to re-invest their distributions at the Issue Price will expire after this issue now that RHM has successfully acquired all of the Pipeline Investments.
The Company announces that application has been made for the admission of the New Shares to the Specialist Fund Segment of the Main Market of the London Stock Exchange. Admission is expected to occur at 8.00 a.m. on 7 June 2021. For the avoidance of doubt, the New Shares will not be eligible for the Company's first interim dividend with the record date being 4 June 2021.
Immediately following Admission, the total number of Ordinary Shares in issue will be 330,100,000 and the total number of voting rights in the Company will be 330,100,000.
The above figure may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.
FOR FURTHER INFORMATION
Josh Gruss, Chairman and CEO
via Buchanan below
Neil Gillis, President
+44 20 7397 1923
+44 20 7397 1909
+44 20 7397 1912
+44 20 7397 1913
+44 20 7397 1910
+44 20 7466 5107
+44 20 7466 5111
+44 20 7466 5102
Unless the context otherwise requires, capitalised terms used in this announcement have the meanings in the Prospectus.
The Company is a non-cellular Guernsey company. The Company's Investment Objective is to provide investors with an attractive level of regular and growing income and capital returns from investment primarily in high quality, music intellectual property. In order to achieve its Investment Objective the Company will invest in a songwriter's copyright interest in a musical composition or song (being their writer's share, their publisher's share and their performance rights) together with the rights in the recording of the musical composition or song (known as the master recording rights) together with all such rights and assets considered by its investment manager, Round Hill Music LP ("Round Hill") to be ancillary thereto.
Founded in 2010, Round Hill is a fully integrated owner and operator of music copyright properties and the sixth largest music publishing company in the US. Headquartered in New York with additional offices in Nashville, Los Angeles and London, Round Hill has an experienced management and investment team with an established reputation and extensive experience in the music and finance industries.