28th Sep 2006 17:14
Mapeley Limited28 September 2006 Press Release 28 September 2006 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN, OR INTO, THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN 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 in the prospectus to be published by the Company indue course in connection with the admission of the new ordinary shares in thecapital of the Company which are the subject of the Placing to the Official Listof the Financial Services Authority and to trading on London Stock Exchangeplc's Main Market for listed securities (the "Prospectus"). Copies of theProspectus will be available from the Company's registered office followingpublication. Mapeley Limited ("Mapeley" or the "Company") Mapeley Limited announces proposed placing of new ordinary shares to raise approximately £85 million Mapeley Limited (LSE: MAY.L), a market leader in property investment andoutsourcing, announces its intention to raise gross proceeds of approximately£85 million through a placing (the "Placing") of new ordinary shares (the "NewShares") in the Company to institutional investors. The placing price per NewShare and the number of New Shares to be issued will be announced and theProspectus published, following an institutional bookbuilding process, which isexpected to be completed on or around 5 October 2006. Dealings in the New Sharesare expected to commence on or around 11 October 2006. Assuming the Placing raises £85 million, and based on the closing price of £33.01 per share on 27 September 2006 (as derived from the daily official list of London Stock Exchange plc) the number of New Shares that would be issued would represent approximately 9 per cent. of the Company's enlarged ordinary share capital immediately after admission of the New Shares to the Official List of the Financial Services Authority and to trading on London Stock Exchange plc's Main Market for listed securities. The Company will grant an over-allotment option to the stabilising manager to acquire additional New Shares representing up to 10 per cent. of the Placing at the offer price. If the over-allotment option is exercised, the New Shares issued in the Placing would represent approximately 10 per cent. of Mapeley's enlarged ordinary share capital. Mapeley will receive the net proceeds of the issue, which it intends to use torefinance its £300 million revolving loan facility. This is expected to resultin reduced interest costs for the Mapeley Group (the "Group") and also allow theGroup to draw funds for future acquisitions of predominantly office propertiesin the United Kingdom let to strong credit quality tenants. Future acquisitionswill be both individual properties on a direct basis (which it is expected willtypically be in unit values between £3 million and £50 million) and portfolioacquisitions at larger values. Lehman Brothers International (Europe) and Merrill Lynch International have beenappointed as joint global co-ordinators and joint bookrunners in respect of thePlacing. Lehman Brothers International (Europe) has been appointed sponsor inrespect of the Placing. Deutsche Bank AG has been appointed as co-lead managerin respect of the Placing. About Mapeley - Mapeley is a full service real estate group focused on the ownership, acquisition and management of commercial property throughout the UK; - In the 6 months to 30 June 2006, the Group generated revenue and EBITDA of £178.8 million and £49.2 million, respectively (£161.0 million and £32.7 million, respectively, for the 6 months to 30 June 2005); - As at 30 June 2006, the Mapeley Group's property portfolio had a value of £1.84 billion comprising approximately 1,670 properties; - The Company's aim is to use a sufficient proportion of its distributable earnings to enable it to meet its objective of paying a stable and growing quarterly dividend to shareholders. Mapeley has already paid 80 pence per "Ordinary Share" in dividends in respect of the 6 months ended 30 June 2006; - Mapeley declared in a separate announcement today that it will pay a dividend of 43 pence per Ordinary Share, for the quarter ended 30 September 2006, to its shareholders on the register as at 6 October 2006 (representing a 30 per cent. increase over the dividend paid for the third quarter of 2005, and a 5 per cent. increase in the dividend announced for the second quarter of 2006). The New Shares will not carry a right to receive this dividend; - The Group has performed in line with the Board's expectations during the period since 31 December 2005 and the Board expects this to continue during the current financial year. The Directors believe that the Group's financial and trading prospects remain favourable for the current financial year, having acquired six properties for a total cost of £116.6 million since 30 June 2006; - As at end 30 June 2006, Mapeley's property portfolio of 1,670 properties was valued at £1.84 billion, generating total revenue of £178.8 million over the 6 months ended on that date. Approximately 62 per cent. of the Group's revenue in the 6 months ended 30 June 2006 came from the UK Government and approximately 25 per cent. came from Abbey Group. As at 30 June 2006, 563 properties of the portfolio were freehold properties or long leaseholds with at least 20 years unexpired at the time of acquisition and with negligible or peppercorn rents, and the balance of 1,107 properties was comprised of rack rented leasehold properties; - During 2006 alone, Mapeley has invested £307 million in direct property investments. These assets are primarily let to the public sector and major corporate tenants and are otherwise in line with the Group's strategy and investment criteria. The assets acquired have an average net initial yield of approximately 6.6 per cent. and an average lease term of 8.8 years; - Future acquisitions will be both individual properties on a direct basis (which will typically be in unit values between £3 million and £50 million) and portfolio acquisitions at larger values; - Shortly after Admission, the Group intends to refinance its £300 million revolving loan facility and replace it with a new acquisition facility, the terms of which are yet to be agreed with prospective lenders. Commenting on the Placing, Jamie Hopkins, Mapeley's Chief Executive, said: "We have continued our excellent start to 2006 and today announced a sixthsuccessive increase in our dividend to 43p. This increase has been made possibleby strong organic growth across our portfolios and further accretive assetacquisitions. During 2006 we have acquired £307 million worth of direct propertyinvestments that are primarily let to the public sector and major corporatetenants. We have achieved an average net initial yield of approximately 6.6 percent. and an average lease term of 8.8 years, allowing us to increase thequarterly dividend paid to shareholders by 43% since IPO. This fund raising enables us to refinance the debt used to make theseacquisitions and put in place a new facility. This strategy continues to allowus to act quickly to take advantage of the opportunities we continue to identifythroughout the UK to create further long term value for our shareholders." For further information please contact: MJ2 Business CommunicationsTim McCall, Tel: +44 (0)20 7491 7776 / +44 (0)7753 561 862 Lehman BrothersNick Sanderson, Tel: +44 (0)20 7102 3887Ed Matthews, Tel: +44 (0)20 7103 7110 Merrill Lynch InternationalAndrew Fairclough, +44 (0)20 7995 0469Kirk Lindstrom, +44 (0)20 7995 1858 Deutsche Bank AGMelanie Saluja, +44 (0)20 7545 7221Situl Jobanputra, +44 (0)20 7547 6862 This announcement has been issued by Mapeley Limited and is the soleresponsibility of Mapeley Limited. This announcement does not constitute or form part of any offer for sale orsubscription of, or any solicitation of any offer to purchase or subscribe for,ordinary shares ("Ordinary Shares") in the capital of the Company in anyjurisdiction. The offer to subscribe for new Ordinary Shares pursuant to theproposed Placing will be made solely on the basis of information that will becontained in a prospectus to be published in due course in connection with theproposed Placing. The prospectus will contain certain detailed information aboutthe Company and its management, as well as financial statements and otherfinancial data. The price and value of, and income from, shares may go down aswell as up. Persons needing advice should consult a professional adviser. Pastperformance is not a guide to future performance. The Placing is only being made available (i) in the UK and elsewhere outside theUS, to institutional investors and certain sophisticated investors in relianceon Regulation S, and (ii) in the US to qualified institutional buyers (inreliance upon Rule 144A or another exemption from, or transaction not subjectto, the registration requirements of the Securities Act). This announcement is not for release, publication or distribution, directly orindirectly, in whole or in part, in or into the United States (including itsterritories and possessions, any state of the United States and the District ofColumbia), Australia, Canada or Japan. This announcement is not an offer ofsecurities for sale into the United States or in any jurisdiction in which suchan offer or solicitation is unlawful. Ordinary Shares have not been and will notbe registered under the US Securities Act of 1933 as amended (the "SecuritiesAct"), or under any relevant securities laws of any state or other jurisdictionof the United States and may not be offered, directly or indirectly, in theUnited States, absent registration or an applicable exemption from theregistration requirements of the Securities Act and in compliance with statesecurities laws. There will be no public offer of Ordinary Shares in the UnitedStates and there will be no offering of Ordinary Shares in or into Australia,Canada or Japan or in any country, territory or possession where to do so maycontravene local securities laws or regulations. This announcement includes statements that are, or may be deemed to be,"forward-looking statements". By their nature, forward-looking statementsinvolve risks and uncertainties because they relate to events and depend oncircumstances that may or may not occur in the future. Forward-lookingstatements are not guarantees of future performance. The Mapeley Group's actualresults of operations, financial condition, liquidity, dividend policy and thedevelopment of the industries in which it operates may differ materially fromthe impression created by the forward-looking statements contained in thisannouncement. These factors include, among others: reliance by the Group onAbbey and the UK Government for a significant proportion of its income; theGroup's ability to identify and acquire suitable properties and to overcomesignificant competition; the extent to which the Group is able successfully tointegrate further portfolio acquisitions into its existing portfolio; theGroup's relatively high level of gearing; the value of the Group's propertyportfolio may fluctuate as a result of factors outside its control; a generaldownturn in the market; default by a tenant and the occurrence of void periods;and changes in tax laws or their interpretation. These forward-lookingstatements speak only as of the date of this document. Subject to any continuingobligations under the Listing Rules or the Disclosure Rules or other obligationthe Company undertakes no obligation to publicly update or review anyforward-looking statement contained in this document, whether as a result of newinformation, future developments or otherwise. No statement in this announcement is intended as a profit estimate or forecast. In connection with the Placing, Merrill Lynch International, as stabilisingmanager, may, for stabilisation purposes, over allot New Shares up to a maximumof 15 per cent. of the total number of New Shares comprised in the Placing. Forthe purposes of allowing Merrill Lynch International to cover short positionsresulting from any such over allotments and/or from sales of Ordinary Shareseffected by it during the stabilising period, the Company has granted it anoption (the "Over Allotment Option") pursuant to which, Merrill LynchInternational may require the Company to issue additional New Shares up to amaximum of 10 per cent. of the total number of New Shares comprised in thePlacing at the placing price per New Share. The Over Allotment Option isexercisable in whole or in part, upon notice by Merrill Lynch International, for30 calendar days after the date of allotment of the New Shares. Any New Sharesissued by the Company following exercise of the Over Allotment Option will beissued on the same terms and conditions as the New Shares being issued in thePlacing and will form a single class for all purposes with the other ordinaryshares of the Company ("Ordinary Shares"). In connection with the Placing, Merrill Lynch International, as stabilisingmanager, or any of its agents, may (but will be under no obligation to), to theextent permitted by applicable law, over allot and effect other transactionswith a view to supporting the market price of the Ordinary Shares at a levelhigher than that which might otherwise prevail in the open market. Merrill LynchInternational is not required to enter into such transactions and suchtransactions may be effected on any stock market, over the-counter market orotherwise. Such stabilising measures, if commenced, may be discontinued at anytime and may only be taken during the period beginning on the commencement ofunconditional trading of the Ordinary Shares on the London Stock Exchange andending 30 days thereafter. Lehman Brothers International (Europe) and Merrill Lynch International areacting exclusively for the Company and no one else in connection with theproposed Placing and will not regard any other person (whether or not arecipient of this announcement) as their respective clients in relation to thePlacing and will not be responsible to anyone other than the Company forproviding the protections afforded to their respective clients or for providingadvice in relation to the proposed Placing and/or any other matter referred toin this announcement. Deutsche Bank AG, which is authorised by Bundesanstalt furFinanzdienstleistungsaufsicht and by the Financial Services Authority (''FSA'')and is regulated by the FSA for the conduct of UK business, is actingexclusively for the Company and no one else in connection with the proposedPlacing and will not regard any other person (whether or not a recipient of thisannouncement) as their respective clients in relation to the Placing and willnot be responsible to anyone other than the Company for providing theprotections afforded to their respective clients or for providing advice inrelation to the proposed Placing and/or any other matter referred to in thisannouncement. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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