AIM Rule 26

The information below is being disclosed for the purposes of AIM Rule 26 and was last updated on 23 January 2018.

The information made available on this website is provided in accordance with the requirements of the AIM Rules for Companies. Nothing on this website should be taken to constitute an offer of, or the solicitation of an offer of, any shares or other securities of the Company, whether in respect of any person in (or citizen or resident of, or a corporation, partnership or other entity created or organised in) the United States of America, its territories or possessions, including the District of Columbia, Canada, the Republic of Ireland, Australia or Japan (the "Excluded Territories") or in any other jurisdiction. Certain documents may only be viewed by persons who confirm to the Company that they are not citizens of, or resident, in the Excluded Territories. None of the shares or securities of the Company have been or will be registered under the securities laws of any Excluded Territory.

EPE Special Opportunities plc operates out of Jersey and is incorporated in the Isle of Man. The Company's shares are admitted to trading on AIM Market of the London Stock Exchange. As a result, EPE Special Opportunities plc is subject to the UK’s City Code on Takeovers and Mergers.

Corporate Governance

The Company is not required to comply with the UK Corporate Governance Code published by the Financial Reporting Council. The Directors, however, place a high degree of importance on ensuring that the Company maintains high standards of Corporate Governance and have therefore adopted the spirit of the Code to the extent that they consider appropriate, taking into account the size of the Company and nature of its operations.

The Company is subject to the UK’s City Code on Takeovers and Mergers.

Business Description and Investing Policy

EPE Special Opportunities plc ("ESO plc") is an AIM-quoted, private equity investment company whose objective is to provide long-term return on equity for its shareholders by investing in small and medium sized companies.

ESO plc seeks to invest between £2m and £20m in growth capital, buyout, distressed and PIPE situations and has the flexibility to invest publicly as well as privately. The Company is also able to invest in Special Purpose Acquisition Companies (“SPACs”) and third party funds.

ESO plc will consider most industry sectors including consumer and retail, financial services, manufacturing and the wider services sector (including education, healthcare and business services).

ESO plc targets companies with strong fundamentals, including defensible competitive positioning and high levels of cash generation, and seeks to partner with outstanding management teams to combine operational and financial expertise in each investment.

ESO plc’s portfolio may be concentrated in order to focus on a small number of high-quality assets, generally between two and ten at any one time.

EPIC Private Equity LLP is investment advisor to ESO plc.

Directors and Biographical Details

Please click on the link below for the names of the directors and brief biographical details of each.

>  Board of Directors

Directors' Responsibilities

Please click on the link below for a description (by title) of Directors' responsibilities.

> Board of Directors


Please click on the link below for Committee details.

>  Committees

Country of Incorporation and Main Country of Operation

EPE Special Opportunities plc was incorporated in the Isle of Man (Registration Number 008597V) on 25 July 2003.

EPE Special Opportunities plc conducts its operations from Jersey and is resident in Jersey for tax purposes.

Statement of Shareholder Rights

EPE Special Opportunities plc (the "Company") is incorporated in the Isle of Man and therefore the rights of shareholders may be different from the rights of shareholders in a UK incorporated company. A description of certain of the rights is set out in the Company's AIM Admission Document, which may be downloaded from this website.

Current Constitutional Documents

Please click on the link below for the Current Constitutional Documents

 > Current Constitutional Documents

Details of Other Exchanges and Trading Platforms

The Company's Ordinary Shares of 5p each are also admitted to trading on Growth Market of the NEX Exchange, the primary market operated by NEX Group plc.

Details of any Restrictions on the Transfer of Securities

There are no restrictions on the transfer of securities.

Shares in Issue

As at 31 January 2018, the number of Ordinary Shares in issue, not held by the Company in treasury, and the figure to be used as the denominator for calculations of interests in the Company's voting rights, was 28,299,838 Ordinary Shares.

As at 31 January 2018, the number of Ordinary Shares in issue and held by the Company in treasury was 1,765,876.

As at 31 January 2018, the percentage of shares not in public hands (as defined in the AIM Rules for Companies) was 28.5%.

Major Shareholders

As at 31 January 2017, the following shareholders held >3.0% voting rights in the Company:

Shareholder% Of Class
Giles Brand 22.44
The Corporation of Lloyds 8.92
Hoares Bank 4.79
Miton Asset Management 4.73
Henderson Global Investors 3.96


As at 8 June 2017 EPE Special Opportunities plc holds 1,615,876 shares in Treasury.

As at 31 January 2017 the Company has 7,975,459 Unsecured Loan Notes (ULN) in issue that are quoted on the Gowth Market of the NEX Exchange.

As at 31 January 2017 Boston Trust Company Limited (Trustees of The EPE Special Opportunities Share Matching Scheme) holds 1,547,065 shares.

Financial Information

Please click on the link below for the Company's financial reports and information.

> Report and Accounts

Company Announcements

In accordance with AIM Rule 26 and Market Abuse Regulations announcements made by the Company will be available for a period of at least 5 years. 

Please click on the link below for announcements made by the Company. 

 > Company Announcements

Admission Document and Circulars

EPE Special Opportunites plc was formerly known as EPIC Reconstruction plc. In September 2008 a shareholder circular was issued recommending the restructure of investment advisory arrangement, the name change, purchase of shares and cancellation of the share premium account. Following agreement from all voting shareholders the name of the fund was changed on 15 September 2008.

Please click on the link below to access the Company's Admission Document and Circulars.

 > Admission Document and Circulars


Please click on the link below for details of the Company's Nominated Advisor and other key advisors.

> Advisors