14th Feb 2008 13:19
Paragon Group Of Companies PLC14 February 2008 The Paragon Group of Companies PLC 14 February 2008 NOT FOR DISTRIBUTION OR TRANSMISSION, DIRECTLY OR INDIRECTLY, IN OR INTO THEUNITED STATES, CANADA, JAPAN OR AUSTRALIA THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS AND INVESTORS SHOULDNOT SUBSCRIBE FOR OR PURCHASE ANY SHARES REFERRED TO IN THIS ANNOUNCEMENT EXCEPTON THE BASIS OF INFORMATION CONTAINED IN THE PROSPECTUS PUBLISHED BY THE PARAGONGROUP OF COMPANIES PLC ON 11 JANUARY 2008 IN CONNECTION WITH THE PROPOSED RIGHTSISSUE. COPIES OF THE PROSPECTUS ARE AVAILABLE FROM THE COMPANY'S REGISTEREDOFFICE The Paragon Group of Companies plc ("Paragon" or the "Company") Rights Issue - Directors to subscribe in full The Board of Paragon announces that the Directors of the Company have subscribedfor the rights attributable to 100% of their shareholdings in the Company underthe Rights Issue. The total cost of subscription for the rights to the Directorswill be £1.8 million. Bob Dench, Chairman, commented: "The full take up by the Directors of theirrights is a strong vote of confidence in Paragon and reflects their convictionas to the value inherent in the Company." For a full description of the Company, current trading and prospects and riskfactors, investors are advised to consult the Company's prospectus dated 11January, 2008 (the "Prospectus") and the interim management statement dated 18January, 2008. Investors are reminded of the following key facts concerningParagon: - Paragon's buy to let ("BTL") lending strategy is focused primarily onprofessional and other experienced landlords - As at 30 September, 2007 Paragon had a high quality portfolio of loan assetstotalling £11.0 billion, including approximately £10.0 billion of first mortgageBTL loans - The average indexed loan to value across Paragon's BTL portfolio was 66.6% asat 30 September, 2007 with an arrears rate of 0.18% of accounts at that date - Taking into account the Rights Issue proceeds, all of the Paragon's loanassets are fully funded to maturity. Furthermore, neither Paragon nor any ofits subsidiaries (the "Group") has any exposure to any structured investmentvehicles, collateralised debt obligations or any other similar securities orfinancing structures - Receipt of the Rights Issue proceeds will allow for the repayment in full ofthe Group's £280 million Corporate Facility on its due date of 27 February, 2008 - Adjusting for receipt of the net proceeds of the Rights Issue, the pro formanet assets of the Group as at 30 September, 2007 would be £588.7 million, whichrepresents 197p per Ordinary Share expected to be in issue immediately followingthe completion of the Rights Issue (see note 1 below) - In order for the Company to be able to continue to write significant levels ofnew business going forward, the Board continues to pursue actively all prudentfunding options open to it, although there can be no certainty as to the futureavailability or cost of such funding - The Board also continues to explore possible strategic options for theenhancement of shareholder value Shareholders are reminded that the last date for acceptance and payment in fulland registration of renounced provisional allotment letters is 11.00 am onWednesday 20 February, 2008. All enquiries in connection with the action thatshareholders should take in connection with the Rights Issue should be addressedto Computershare Investor Services on 0870 707 1244 (or +44 0870 707 1244 ifcalling from outside the UK). For all other enquiries, please contact: The Paragon Group of Companies PLC Nigel Terrington, Chief ExecutiveNick Keen, Finance DirectorTel: +44 121 712 2024 UBS Adrian HaxbyChristopher SmithNeil PatelTel: +44 20 7567 8000 Fishburn Hedges Morgan BoneTel: +44 20 7839 4321Mobile: +44 7767 622 967 Note 1. The pro forma net asset value per Ordinary Share of 197p has been calculatedby dividing the pro forma net assets of the Group as at 30 September 2007 of£588.7 million (see page 71 of the Prospectus), by the number of Ordinary Sharesexpected to be in issue immediately following the completion of the Rights Issueof 298,491,029 (see page 17 of the Prospectus). No account has been taken of thetrading results of Paragon for the period commencing 1 October 2007 in thiscalculation. General UBS Investment Bank, which is authorised and regulated in the UK by the FSA, isacting as financial advisor, sponsor, corporate broker and underwriter to theCompany and no one else in connection with the Rights Issue and will not beresponsible to anyone other than the Company for providing the protectionsafforded to clients of UBS Investment Bank or for providing advice in relationto the Rights Issue or for any other matters referred to in this announcement. Apart from the responsibilities and liabilities, if any, which may be imposed onUBS Investment Bank by FSMA or the regulatory regime established thereunder, UBSInvestment Bank accepts no responsibility whatsoever for the contents of thisannouncement or for any other statement made or purported to be made by it, oron its behalf, in connection with the Rights Issue. UBS Investment Bankaccordingly disclaims all and any liability whether arising in tort, contract orotherwise (save as referred to above) which it might otherwise have in respectof such announcement or any such statement. The distribution of this announcement into a jurisdiction other than the UK maybe restricted by law and therefore persons into whose possession thisannouncement comes should inform themselves about and observe any suchrestrictions. Any failure to comply with any such restrictions may constitute aviolation of the securities laws of any such jurisdiction. This announcement does not constitute or form part of any offer or invitation tosell or issue, or any solicitation of any offer to acquire, New Ordinary Shares,Provisional Allotment Letters, Nil Paid Rights, Fully Paid Rights and/or to takeup any entitlements to Nil Paid Rights in any jurisdiction in which such anoffer or solicitation is unlawful. The New Ordinary Shares, the Provisional Allotment Letters, the Nil Paid Rightsand the Fully Paid Rights have not been and will not be registered under theSecurities Act or under any relevant securities laws of any state or otherjurisdiction of the US and may not be offered, sold, taken up, exercised,resold, renounced, transferred or delivered, directly or indirectly, within theUS absent of registration under the Securities Act or an applicable exemptionfrom the registration requirements of the Securities Act and in compliance withstate securities laws. The New Ordinary Shares, the Provisional AllotmentLetters, the Nil Paid Rights and the Fully Paid Rights have not been approved ordisapproved by the SEC, any state securities commission in the US or any USregulatory authority, nor have any of the foregoing authorities passed upon orendorsed the merits of the offering of the New Ordinary Shares, the ProvisionalAllotment Letters, the Nil Paid Rights, the Fully Paid Rights or the accuracy oradequacy of the Prospectus. Any representation to the contrary is a criminaloffence in the US. Offers of the New Ordinary Shares, the Provisional AllotmentLetters, the Nil Paid Rights and the Fully Paid Rights are being made outsidethe US in offshore transactions within the meaning of and in accordance withRegulation S under the Securities Act. In addition, none of the New Ordinary Shares, the Provisional Allotment Letters,the Nil Paid Rights or the Fully Paid Rights will qualify for distribution underany of the relevant securities laws of any of the Excluded Territories.Accordingly, the New Ordinary Shares, the Provisional Allotment Letters, the NilPaid Rights and the Fully Paid Rights may not be offered, sold, taken up,exercised, resold, renounced, transferred or delivered, directly or indirectly,within any of the Excluded Territories. This announcement contains forward-looking statements, which are based on theBoard's current expectations and assumptions and involve known and unknown risksand uncertainties that could cause actual results, performance or events todiffer materially from those expressed or implied in such statements. Theseforward-looking statements are subject to the risk factors described in thesection of the Prospectus entitled "Risk Factors". It is believed that theexpectations reflected in these statements are reasonable, but they may beaffected by a number of variables which could cause actual results or trends todiffer materially. Each forward- looking statement speaks only as of the date ofthe particular statement. Except as required by the Listing Rules, theDisclosure and Transparency Rules, the Prospectus Rules, the London StockExchange or otherwise by law, the Company expressly disclaims any obligation orundertaking to release publicly any updates or revisions to any forward-lookingstatements contained herein to reflect any change in the Company's expectationswith regard thereto or any change in events, conditions or circumstances onwhich any such statement is based. No statement in this announcement is intended as a profit forecast. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
Paragon Group