25th Apr 2007 07:02
Grainger PLC25 April 2007 25 April 2007For immediate release THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THEUNITED STATES, CANADA, AUSTRALIA OR JAPAN OR TO U.S. PERSONS GRAINGER PLCProposed issue of convertible bonds Grainger PLC, the UK's largest quoted residential property owner, todayannounces a proposed issue of convertible bonds due 2014. The terms are expected to be fixed later today. The indicative issue size is£100 million, the indicative coupon is 3.625 - 4.125% and the indicativeconversion premium is 30 - 35% over the reference share price at the time ofpricing. The bonds will be issued at par and (if not converted) redeemed at par on theirmaturity date. They will be callable at par after the fourth anniversary oftheir issue if the prevailing share price is at least 130% of the conversionprice. Application will be made to list the bonds on the Channel Islands StockExchange. Andrew Cunningham, Finance Director and Deputy Chief Executive, commented: "Grainger has invested over £300 million in strategic acquisitions over the pastfour months, notably The Capital Appreciation Trust, the CHARM portfolio whichit bought from The Church Commissioners, and the additional investment it madeinto G:res1 on its acquisition of The Ability Group. "We believe that these investments will significantly enhance the growth of ourbusiness going forward. This convertible bond will part-finance theseacquisitions and increase Grainger's headroom under its debt facilities." JPMorgan Cazenove is acting as Grainger's Financial Adviser in connection withthis transaction. The sole Bookrunner of the offering is J.P. Morgan SecuritiesLtd. A further announcement will be made in due course setting out the final terms ofthese bonds, but no other details. Enquiries: Grainger plc: 0191 261 1819Andrew Cunningham / Keith Sadler JPMorgan Cazenove: 020 7155 4924Francis Burkitt JPMorgan: 020 7325 1797Monika Weiler Financial Dynamics: 020 7831 3113Stephanie Highett / Dido Laurimore This announcement is for distribution only to persons who (i) have professionalexperience in matters relating to investments; or (ii) are persons fallingwithin Article 49(2)(a) to (d) ("high net worth companies, unincorporatedassociations etc") of The Financial Services and Markets Act 2000 ("FSMA")(Financial Promotion) Order 2005; or (iii) are outside the UK (all such personstogether being referred to as "relevant persons"). In the UK, the promotion ofthis offering is restricted by section 21 of FSMA. This announcement is directedonly at relevant persons and must not be acted on or relied on by persons whoare not 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 contain or constitute an offer of, or thesolicitation of an offer to buy or subscribe for, securities to any person inAustralia, Canada, Japan or the United States or in any jurisdiction to whom orin which such offer or solicitation is unlawful. Neither the bonds nor theunderlying shares may be offered or sold in the United States or (in the case ofthe bonds) to U.S. persons absent registration under the US Securities Act of1933, as amended (the "Securities Act") or another exemption from, or in atransaction not subject to, the registration requirements of the Securities Act. Subject to certain exceptions, the bonds and the underlying shares may not beoffered or sold in Australia, Canada or Japan or to, or for the account orbenefit of, any national, resident or citizen of Australia, Canada or Japan.The bonds and the underlying shares have not been and will not be registeredunder the Securities Act or under the applicable securities laws of Australia,Canada or Japan and the bonds are subject to U.S. tax law requirements. Therewill be no public offer of the securities in the United States. There will be no public offer of the bonds in Jersey. This communication doesnot constitute an offer of bonds for subscription or sale in Jersey. No offerfor subscription or sale of the bonds may be made in Jersey unless to a relevantperson and unless such offer does not constitute an offer to the public for thepurposes of the Control of Borrowing (Jersey) Order 1958, as amended. Stabilisation / FSA This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
Grainger plc