TIDMNEPI
RNS Number : 1167E
New Europe Property Investments PLC
13 July 2016
NEW EUROPE PROPERTY INVESTMENTS PLC
Incorporated and registered in the Isle of Man with registered
number 001211V
Registered as an external company with limited liability under
the laws of South Africa, registration number 2009/000025/10
AIM share code: NEPI JSE share code: NEP BVB share code: NEP
ISIN: IM00B23XCH02
("NEPI" or the "Company")
RESULTS OF THE ACCELERATED BOOK BUILD, ISSUE OF EQUITY AND TOTAL
VOTING RIGHTS
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, JAPAN OR ANY
JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO
NEPI is pleased to announce that it has closed its book build
announced earlier today, 13 July 2016. In light of strong demand,
the amount of capital to be raised was increased to ZAR2.5 billion
(approximately EUR156 million). At this level, the book was
significantly oversubscribed. The new NEPI shares to be issued
pursuant to the book build process conducted on the JSE have been
priced at ZAR155 per share, a 3.7% discount to the previous closing
price as at 12 July 2016.
The equity raise was completed as part of a vendor consideration
placing (as defined under paragraph 5.62 of the JSE Listings
Requirements) and where required, under the Company's general
authority to issue shares for cash approved by NEPI shareholders at
the annual general meeting of the Company held on Thursday, 12 May
2016.
A total of 16 129 032 new NEPI shares are expected to be issued
and list on 18 July 2016. The new shares, when issued, will be
credited as fully paid and will rank pari passu in all respects
with the existing issued shares.
Following Admission, the total issued share capital of the
Company will increase to 318 843 185 ordinary shares with voting
rights. Therefore, the total number of voting rights in NEPI will
be 318 843 185 with effect from 18 July 2016, which 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, NEPI under the UK Financial Conduct
Authority's Disclosure and Transparency Rules.
Macquarie Capital South Africa and Java Capital acted as joint
bookrunners and joint lead managers.
The equity raising is not an offer to the public as contemplated
under the South African Companies Act, No.71 of 2008 as amended
("Companies Act"), nor an offer of securities in any other
jurisdiction. Potential investors are only permitted to apply for
shares with a minimum total acquisition cost, per single addressee
acting as principal, of greater than or equal to ZAR1,000,000,
unless the potential investor is a person, acting as principal,
whose ordinary business, or part of whose ordinary business, is to
deal in securities, whether as principal or agent (in reliance on
Section 96(1)(a)(i) and 96(1)(b) of the Companies Act) or such
applicant falls within one of the other specified categories of
persons listed in section 96(1) of the Companies Act.
This announcement is not for publication or distribution or
release, directly or indirectly, in the United States of America
(including its territories and possessions, any state of the United
States and the District of Columbia).
This announcement does not constitute or form part of an offer
or solicitation of an offer to purchase or subscribe for securities
in the United States or any other jurisdiction. The securities
referred to herein have not been and will not be registered under
the United States Securities Act of 1933, as amended (the
"Securities Act"), and may not be offered or sold, directly or
indirectly, in the United States, absent registration or an
exemption from, or transaction not subject to, the registration
requirements of the Securities Act. No public offering of
securities is being made in the United States. This announcement
does not and is not intended to constitute an offer to the public
in South Africa in terms of the Companies Act. Neither this
announcement nor any copy of it may be taken, transmitted or
distributed, directly or indirectly in or into the United States,
Canada, Australia or Japan.
This announcement is for information purposes only and in member
states of the European Economic Area (other than the United
Kingdom) is directed only at persons who are qualified investors
(as defined in article 2(1)(e) of EU directive 2003/71/EC (the
"Prospectus Directive") and the relevant implementing rules and
regulations adopted by each Member State). In the United Kingdom,
this announcement is directed only at the following persons:
investment professionals falling within article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005 (the "Order"); and high net worth entities, and other person
to whom it may lawfully be communicated, falling within article
49(2)(a) to (d) of the Order.
This announcement has been issued by and is the sole
responsibility of NEPI. No representation or warranty express or
implied, is or will be made as to, or in relation to, and no
responsibility or liability is or will be accepted by Macquarie
Capital South Africa (Joint Bookrunner and Joint Lead Manager),
Java Capital (Joint Bookrunner, Joint Lead Manager and JSE
Sponsor), Smith & Williamson Corporate Finance Limited
(Nominated adviser and broker in the UK) or SSIF Intercapital
Invest SA (Romanian advisor) or by any of its respective affiliates
or agents as to, or in relation to, the accuracy or completeness of
this announcement or any other written or oral information made
available to or publicly available to any interested party or its
advisers, and any liability therefore is expressly disclaimed.
FORWARD LOOKING INFORMATION
This announcement contains (or may contain) certain
forward-looking statements with respect to certain of NEPI's plans
and its current goals and expectations relating to its future
financial condition and performance and which involve a number of
risks and uncertainties. NEPI cautions readers that no
forward-looking statement is a guarantee of future performance and
that actual results could differ materially from those contained in
the forward-looking statements. By their nature, forward-looking
statements involve risk and uncertainty because they relate to
future events and circumstances a number of which are beyond NEPI's
control. These forward-looking statements reflect NEPI's judgement
at the date of this announcement and are not intended to give any
assurance as to future results. Except as required by the JSE, the
AIM Rules, the Bucharest Stock Exchange Rules or applicable law,
NEPI expressly disclaims any obligation or undertaking to release
publicly any updates or revisions to any forward looking statements
contained in this announcement to reflect any changes in the
Company's expectations with regard thereto or any changes in
events, conditions or circumstances on which any such statement is
based. For further information on NEPI, investors should review the
Company's Annual Reports and Unaudited consolidated financial
results hosted at www.nepinvest.com.
13 July 2016
Contact details
New Europe Property Investments plc
Mirela Covasa +4 021 232 1398
Joint Bookrunner and Joint Lead Manager
Macquarie Capital South Africa Proprietary Limited +27 11 583 2000
E-mail: maccapadvecmjo'burg@macquarie.com
Joint Bookrunner, Joint Lead Manager and JSE Sponsor +27 11 722 3052
Java Capital Proprietary Limited
E-mail: NEPI@javacapital.co.za
South African legal counsel to the Joint Bookrunners and
Joint Lead Managers
Edward Nathan Sonnenbergs Inc. +27 11 269 7689
Nominated Adviser and Broker
Smith & Williamson Corporate Finance Limited
Azhic Basirov +44 20 7131 4000
Romanian advisor
SSIF Intercapital Invest SA
Razvan Pasol +40 21 222 8731
This information is provided by RNS
The company news service from the London Stock Exchange
END
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July 13, 2016 11:14 ET (15:14 GMT)
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