AIM Rule 26

The company is incorporated in England and Wales and its main country of operation is the UK.

The following information is disclosed in accordance with Rule 26 of the AIM Rules and was updated on 22 December 2021.

Business description Rockwood Realisation Plc is an independent, AIM-quoted investment company that is invested primarily in smaller UK public companies. The team applies private equity techniques and constructive engagement alongside a long-term value-oriented equity investment philosophy. The company is currently in the process of winding itself up and returning the proceeds to shareholders.
Investment policy The Company will be managed with the intention of realising all remaining investments in a prudent manner consistent with the principles of good investment management and with a view to returning cash to Shareholders in an orderly manner, with such realisations and returns of cash to Shareholders to be completed within 24 months of the General Meeting. The Company will pursue the investment policy by effecting an orderly realisation of the investments of the Company in a manner that seeks to achieve a balance between maximising the value received from those investments and making timely returns of capital to Shareholders. The Company will cease to make any new investments except where, in the opinion of the Investment Manager, and with the approval of the Board: l the investment is a follow-on investment made in connection with an existing asset held by the Company in order to comply with the Group’s pre-existing obligations; or l failure to make the follow-on investment may result in a breach of contract or applicable law or regulation by the Group; or l the investment is considered necessary by the Board to protect or enhance the value of any existing investments of the Company or to facilitate orderly disposals of assets held by the Company. Any cash received by the Company as part of the realisation process prior to its distribution to Shareholders will be held by the Company, on behalf of the Shareholders, as cash on deposit and/or as cash equivalents. The Company does not intend to undertake any new borrowings although the Company may borrow where, in the opinion of both the Board and the Investment Manager, necessary for working capital purposes or to protect or enhance the value of an existing investment of the Company and the Company does not have the available equity capital to fund the investment. Any such borrowings are expected to be short-term and would be repaid following the realisation of assets. At the end of the proposed 24 month period, should any of the Company’s investments remain unrealised, the Board will make arrangements to seek Shareholder approval as to whether to extend the realisation period or put the company into members’ voluntary liquidation. Any material change to the New Investment Policy would require Shareholder approval in accordance with the AIM Rules.
Board of Directors responsibilities and committees Please see Board and Investment Committee sections
Investment Manager and Key Personnel Team
Country of incorporation and main country of operation United Kingdom
Current constitutional documents Articles of Association
Details of any other exchanges or trading platforms There are no other exchanges or trading platforms that RKW has applied or agreed to have its securities admitted or traded
Number of AIM securities Key information and significant shareholders
Valuation Policy The company will report an unaudited NAV statement on a weekly basis. In respect of listed or publicly quoted investments, the Company will value such investments weekly according to their bid price as at the close of the relevant stock exchange each Friday, or otherwise the last business day of the week, unless a bid price is unavailable in which case the midmarket price on such day will be used. If this too is unavailable the Board of the Company shall be consulted to determine an appropriate basis for valuation of the relevant investment. To the extent that the Company has invested in unquoted investments, such investments will be valued quarterly by the investment manager as at 5 p.m. London Time, on the last business day of the relevant quarter. The quarterly valuation will be carried forward weekly until the next quarterly valuation is available. The valuation will be done in accordance with the International Private Equity and Venture Capital Guidelines except in such circumstances where the Directors are of the opinion that the International Private Equity and Venture Capital Valuation Guidelines are not appropriate, in which case the Directors, in consultation with the investment manager, shall determine an appropriate alternative valuation method. The calculation of the estimated Net Asset Value will only be suspended in circumstances where the underlying data necessary to value the investments of the Company cannot readily, or without undue expenditure, be obtained. Details of any suspension in making such calculations will be announced through a Regulatory Information Service. The NAV will be estimated weekly by the investment manager and published on a weekly basis, based on the most recent valuation of the portfolio and calculated in accordance with the methodology described above through a regulatory information service provider to the London Stock Exchange as soon as practicable after the end of the relevant period. In addition, the Company will publish a NAV per share for each month end, calculated on the last business day of the relevant month. The NAV per share at the company’s year-end will be subject to audit by the Company’s auditors, but otherwise will be unaudited.
Annual accounts Results and Reports
Company announcements Regulatory News
Admission document and circulars Documents
Corporate Governance Statement This statement is currently being updated by the Board following the recent shareholder vote.
Takeovers and mergers The company is subject to the provisions of the City Code on Takeovers and Mergers
Advisors & Corporate Information Advisers
Audit Committee Terms of Reference Terms of Reference