Regulated Information - Inside
Information
THIS ANNOUNCEMENT
IS NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN THE UNITED
STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY
OTHER JURISDICTION WHERE TO DO SO WOULD BE PROHIBITED BY APPLICABLE
LAW
14 November 2017
at 5:45 p.m. CET
Nyrstar
NV (the "Company") announces today the launch of an equity offering
of approximately EUR 100 million worth of new shares through an
accelerated book build offering (the "Placement") conducted under
private placement exemptions.
Nyrstar intends to use
the net proceeds of the Placement:
-
to fund EUR 30 million of the capital investment
announced in August 2017 to restart the Myra Falls mine;
-
to fund the additional EUR 70 million of
capital investment announced in February 2017 to complete the Port
Pirie Redevelopment, which is now being ramped up and expected to
deliver a substantial earnings uplift from 2018 onwards; and
-
to accelerate its strategy to further strengthen
and start deleveraging the balance sheet.
Commenting on the Placement, Hilmar Rode, Chief Executive Officer
said:
"By
providing an immediate capital structure improvement, the Placement
enables Nyrstar and its stakeholders to accelerate the delivery of
the Company's clear strategic priorities, which are expected to
result in a material uplift in earnings and a substantial
deleveraging from 2018 onwards."
The
issue price per new share and the number of new shares effectively
placed will be announced after completion of the Placement,
expected before opening of trading on Euronext Brussels on 15
November 2017, subject to acceleration.
If the
Placement is not completed before opening of trading on 15 November
2017, trading in Nyrstar shares on Euronext Brussels will be
suspended and resume following the publication of the results of
the Placement.
J.P.
Morgan Securities plc. and KBC Securities NV are acting as Joint
Bookrunners in the Placement.
Urion Holdings (Malta) Ltd., a
subsidiary of Trafigura Group Pte. Ltd. and shareholder of the
Company, is fully supportive of the Placement and intends to,
directly or indirectly through one or more of its affiliates,
submit an order for an amount of at least EUR 25 million to the
Joint Bookrunners. In addition, Hilmar Rode, Chief Executive
Officer of the Company, is supporting the Placement and intends to
submit an order (through one or more private banks). The Placement
is open to institutional investors and such other investors as
permitted under applicable private placement exceptions, as
aforementioned, and any final allocation to investors, as the case
may be, will be made based on customary objective and
pre-identified criteria. No guarantee has been given as to the
final allocation to Urion Holdings (Malta) Ltd. or any of its
affiliates, Mr. Rode, or any private banking entities through which
Mr. Rode's order is placed, that any allocation will be made to
them or as to the size of any such allocation.
In relation to the Placement, the
Company has agreed with the Joint Bookrunners a lock-up undertaking
for a period of 180 calendar days, subject to certain
exceptions.
- END -
About Nyrstar
Nyrstar is a global multi-metals business, with a market leading
position in zinc and lead, and growing positions in other base and
precious metals, which are essential resources that are fuelling
the rapid urbanisation and industrialisation of our changing world.
Nyrstar has mining, smelting and other operations located in
Europe, the Americas and Australia and employs approximately 4,300
people. Nyrstar is incorporated in Belgium and has its corporate
office in Switzerland. Nyrstar is listed on Euronext Brussels under
the symbol NYR. For further information please visit the Nyrstar
website: www.nyrstar.com.
For further information
contact:
Anthony Simms Group Manager Investor Relations T:
+41 44 745 8157 M: +41 79 722 2152 E:
anthony.simms@nyrstar.com
Franziska Morroni Group Manager Corporate Communications T: +41 44
745 8295 M: +41 79 719 2342 E: franziska.morroni@nyrstar.com
IMPORTANT INFORMATION
This
communication is not a prospectus for the purposes of the
Prospectus Directive (Directive 2003/71/EC and amendments thereto,
including Directive 2010/73/EU, to the extent implemented in the
relevant Member State of the EEA (as defined below)) and any
implementing measure in each relevant Member State of the EEA (the
"Prospectus Directive"). This communication cannot be used as basis
for any investment agreement or decision. Acquiring investments to
which this announcement relates may expose an investor to a
significant risk of losing the entire amount invested. Persons
considering making such investments should consult an authorised
person specialising in advising on such investments. This
announcement does not constitute a recommendation concerning the
securities referred to herein.
The
information contained in this announcement is for general
information only and does not purport to be full or complete. This
announcement does not constitute, or form part of, an offer to sell
or issue, or any solicitation of an offer to purchase or subscribe
for shares, and any purchase of, subscription for or application
for, shares. This announcement and the information contained herein
are not for publication, distribution or release in, or into, the
United States, Australia, Canada, Japan, South Africa or any other
jurisdiction where to do so would be prohibited by applicable law.
Any persons reading this announcement should inform themselves of
and observe any such restrictions.
This
announcement is not for distribution, directly or indirectly, in or
into the United States. It does not constitute or form a part of
any offer or solicitation to purchase or subscribe for securities
in the United States. The securities mentioned herein have not
been, and will not be, registered under the U.S. Securities Act of
1933, as amended (the "Securities Act") and may not be offered or
sold in the United States, except pursuant to an exemption from the
registration requirements of the Securities Act. The Company and
its affiliates have not registered, and do not intend to register,
any portion of the offering of the securities concerned in the
United States, and do not intend to conduct a public offering of
securities in the United States.
An
offer of securities to which this announcement relates is only
addressed to and directed at persons in member states of the
European Economic Area ("EEA") who are 'qualified investors' within
the meaning of Article 2(1)(e) of the Prospectus Directive
("Qualified Investors"), or such other investors as shall not
constitute an offer to the public within the meaning of Article
3(2) of the Prospectus Directive. In addition, any offer of
securities to which this announcement relates is in the United
Kingdom being distributed only to, and is directed only at, (i)
persons who have professional experience in matters relating to
investments falling within Article 19(5) of the Financial Services
and Markets Act 2000 (Financial Promotion) Order 2005, as amended
(the "Order"), (ii) high net worth entities etc. falling within
Article 49(2)(a) to (d) of the Order, and (iii) any other person to
whom it may otherwise lawfully be communicated (all such persons
together being referred to as "relevant persons"). The offering of
securities to which this announcement relates will only be
available to, and any invitation, offer or agreement to subscribe
for, purchase, or otherwise acquire securities will be engaged in
only with relevant persons. Any person who is not a relevant person
should not act or rely on this announcement or any of its
contents.
No
announcement or information regarding the offering, listing or
securities of the Company referred to above may be disseminated to
the public in jurisdictions where a prior registration or approval
is required for such purpose. No steps have been taken, or will be
taken, for the offering or listing of securities of the Company in
any jurisdiction where such steps would be required, except for the
admission of the new shares on Euronext Brussels. The issue,
exercise, or sale of, and the subscription for or purchase of,
securities of the Company are subject to special legal or statutory
restrictions in certain jurisdictions. The Company is not liable if
the aforementioned restrictions are not complied with by any
person.
J.P.
Morgan Securities plc., which is authorised by the Prudential
Regulation Authority and regulated by the Financial Conduct
Authority and the Prudential Regulation Authority in the UK, and
KBC Securities NV which is authorised by and under the supervision
of the National Bank of Belgium and under the supervision on
investor and consumer protection of the Belgian Financial Services
and Markets Authority, are acting exclusively for the Company and
no one else in connection with the Placement. In connection
with such matters, the Joint Bookrunners, their affiliates and
their respective directors, officers, employees and agents will not
regard any other person as their client, nor will they be
responsible to any other person for providing the protections
afforded to their clients or for providing advice in relation to
the Placement or any other matters referred to in this
announcement.
The full press release can be downloaded from the
following link:
Press Release (English)
This
announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: Nyrstar via Globenewswire
Nyrstar NV (EU:NYR)
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