6th Jul 2006 07:02
Doughty Hanson & Co Managers Ltd06 July 2006 Not for release or distribution or publication in whole or part in or into the United States, Canada, Japan or Australia. 6 July 2006 PRICING OF SHARE PLACING IN RHM PLC BY DOUGHTY HANSON & CO LIMITED Doughty Hanson & Co Limited ("Doughty Hanson"), one of the largest independentprivate equity firms in Europe, together with a number of co-investors(including funds managed by Doughty Hanson and its affiliates, the "SellingShareholders"), announces today the pricing of a secondary placing (the "Placing") of approximately 93 million ordinary shares (the "Placing Shares") in RHM plc ("RHM"). The Placing represented 26.6% of the outstanding issued share capital of RHM. Credit Suisse Securities (Europe) Limited acted as sole bookrunner and lead manager of the Placing. • The Placing was priced at 266p per ordinary share • Doughty Hanson is returning the proceeds generated by the sale toinvestors in Doughty Hanson & Co Fund III, with the total return on DoughtyHanson's equity investment in RHM of 3.3 times; and • Doughty Hanson bought RHM for £1.18 billion in August 2000, financedthrough equity investment of £308 million and £872 million of debt. Following the Placing, the Selling Shareholders do not have any residualshareholding in RHM. Enquiries: Duncan MurrayGainsborough CommunicationsTel: + 44 (0)20 7190 1704Mobile: + 44 (0) 7976 952626 Notes to Editors: Information on Doughty Hanson & Co Limited (www.doughtyhanson.com) Doughty Hanson is one of the largest independent private equity firms in Europewith offices in London, Frankfurt, Milan, Munich, Paris and Stockholm. Doughty Hanson has 26 investment professionals in its private equity unitoverall. Its partners have had many years' experience in the successfulmanagement of international private equity funds and have completed transactionsvalued in excess of US$17 billion since 1985. Details of Doughty Hanson & Co Fund III (the "Fund") are as follows: • the Fund raised US$2.66 billion in 1998, of which US$2.2 billion wascommitted for investment; • the Fund has so far returned substantially in excess of US$4.4 billionto investors, at a realised gross multiple of 2.3 times; • realisations include the IPO of RHM, the sale of Priory Group and thesale of Knowles Electronics in 2005, the sales of ATU and Dunlop Standard andthe IPO of Umbro in 2004, and the sale of FL Selenia in 2003; and • companies remaining in the Fund portfolio include Impress, LM Glasfiberand North American Membership Group (NAMG), as well as a 19.2% stake in Umbro. Doughty Hanson has made six acquisitions from its latest private equity fund,Doughty Hanson & Co IV: Saft, Balta, ATU, Tumi, Moeller Group andHellermannTyton. Fund IV closed at €1.6 billion in January 2005 when existinginvestors asked for Fund IV to be capped given the strong performance ofportfolio companies. MEMBERS OF THE GENERAL PUBLIC ARE NOT ELIGIBLE TO TAKE PART IN THE PLACING.THIS ANNOUNCEMENT AND ANY OFFER OF SECURITIES TO WHICH IT RELATES ARE ONLYADDRESSED TO AND DIRECTED AT PERSONS WHO ARE (1) QUALIFIED INVESTORS WITHIN THEMEANING OF DIRECTIVE 2003/71/EC AND ANY RELEVANT IMPLEMENTING MEASURES (THE "PROSPECTUS DIRECTIVE") AND (2) WHO HAVE PROFESSIONAL EXPERIENCE IN MATTERSRELATING TO INVESTMENTS WHO FALL WITHIN ARTICLE 19(1) OF THE FINANCIAL SERVICESAND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (THE "ORDER") OR AREPERSONS FALLING WITHIN ARTICLE 49(2)(A) TO (D) ("HIGH NET WORTH COMPANIES,UNINCORPORATED ASSOCIATIONS, ETC") OF THE ORDER (ALL SUCH PERSONS TOGETHER BEINGREFERRED TO AS "RELEVANT PERSONS"). THE INFORMATION REGARDING THE PLACING SETOUT IN THIS ANNOUNCEMENT MUST NOT BE ACTED ON OR RELIED ON BY PERSONS WHO ARENOT RELEVANT PERSONS. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THISANNOUNCEMENT RELATES IS AVAILABLE ONLY TO RELEVANT PERSONS AND WILL BE ENGAGEDIN ONLY WITH RELEVANT PERSONS. This announcement does not constitute or form part of any offer of securities,or constitute a solicitation of any offer to purchase or subscribe forsecurities. Neither this announcement nor any copy of it may be taken,released, published, transmitted or distributed, directly or indirectly in orinto the United States, Canada, Australia or Japan, or any jurisdiction wheresuch announcement would be unlawful. Any failure to comply with thisrestriction may constitute a violation of United States, Canadian, Australian orJapanese securities laws, or any jurisdiction where such announcement would beunlawful. No action has been taken by the Selling Shareholders, or any of their respectiveaffiliates, or any other person that would permit an offer of the Placing Sharesor possession or distribution of this announcement or any other offering orpublicity material relating to the Placing Shares in any jurisdiction whereaction for that purpose is required. Persons into whose possession thisannouncement comes into should inform themselves about and observe any suchrestrictions. This announcement does not constitute an offer of securities for sale in anyjurisdiction, including the United States. The securities referred to hereinhave not been and will not be registered under the US Securities Act of 1933(the "Securities Act"), and may not be offered or sold in the United Statesunless they are registered under the Securities Act or pursuant to an availableexemption therefrom. No public offering of securities of RHM plc is being madein the United States. Any investment decision to buy securities in the Placing must be made solely onthe basis of publicly available information which has not been independentlyverified by Credit Suisse or the Selling Shareholders. Credit Suisse are acting for the Selling Shareholders only in connection withthe Placing, and no one else, and will not be responsible to anyone other thanthe Selling Shareholders for providing the protections offered to clients ofCredit Suisse nor for providing advice in relation to the Placing. This does not constitute a recommendation concerning the Placing. The value ofshares can go down as well as up. Past performance is not a guide to futureperformance. Potential investors should consult a professional adviser as tothe suitability of any offering for the individual concerned. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
RHM.L