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RESULTS OF PLACING

26th Feb 2013 13:21

RNS Number : 7042Y
St. Modwen Properties PLC
26 February 2013
 



 

26 February 2013

 

 

THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS ANNOUNCEMENT.

 

St. Modwen Properties PLC

 

 

("St. Modwen" or "the Company")

 

 

 

RESULTS OF PLACING

 

 

St. Modwen is pleased to announce the successful completion of the placing announced earlier today (the "Placing").

A total of 20,016,057 new ordinary shares of 10 pence each in St. Modwen (the "Placing Shares") have been placed by J.P. Morgan Securities plc (which conducts its UK investment banking business under the name J.P. Morgan Cazenove) ("JPMC") and Numis Securities Limited ("Numis") (together, the "Joint Bookrunners") at a price of 245 pence per Placing Share, with existing and new institutional investors, raising gross proceeds of approximately £49 million. The Placing Shares represent approximately 9.99% of the issued ordinary share capital of the Company prior to the Placing.

 

Application has been made to the Financial Services Authority for admission of the Placing Shares to the premium listing segment of the Official List maintained by the UK Listing Authority and to the London Stock Exchange (the "LSE") for admission to trading of the Placing Shares on the LSE's main market for listed securities (together "Admission"). It is expected that Admission will take place at 8.00 a.m. on 1 March 2013 (or such later date as may be agreed between the Company and the Joint Bookrunners) and that dealings in the Placing Shares will commence at the same time.

 

The Placing Shares will, when issued, be credited as fully paid and will rank pari passu in all respects with the existing ordinary shares of 10 pence each in the share capital of St. Modwen, including the right to receive all dividends and other distributions declared, made or paid on or in respect of such shares after the date of issue of the Placing Shares.

 

Capitalised terms used but not defined in this announcement have the same meanings as set out in the placing announcement of the Company released at 7.00am (GMT) today.

 

Commenting on the Placing, Bill Oliver, St. Modwen's Chief Executive said:

 

"The success of today's Placing demonstrates the clear recognition by existing and new shareholders of the considerable potential our involvement in the New Covent Garden project offers to create long-term value for our investors."

 

 

For further information, please contact:

 

St. Modwen 0121 222 9400

Bill Oliver (Chief Executive)

Michael Dunn (Group Finance Director)

Charlotte McCarthy (Corporate PR Manager)

Address:

Sir Stanley Clarke House7 RidgewayQuinton Business ParkBirminghamB32 1AF

Facsimile: 0121 222 9401

Website: www.stmodwen.co.uk

 

 

J.P. Morgan Cazenove 020 7742 4000

Robert Fowlds

Paul Hewlett

Nicholas Hall

Barry Meyers

 

Numis Securities 020 7260 1000

Heraclis Economides

Richard Thomas

Ben Stoop

 

FTI Consulting 020 7831 3113

Stephanie Highett

Dido Laurimore

Faye Walters

 

Important Notices

This announcement is for information only and shall not constitute an offer to sell or issue or the solicitation of an offer to buy, subscribe for or otherwise acquire securities in any jurisdiction in which such an offer or solicitation is unlawful. Any failure to comply with the this restriction may constitute a violation of the securities laws of such jurisdictions.

This Announcement or any part of it does not constitute or form part of any offer to issue or sell, or the solicitation of an offer to acquire, purchase or subscribe for any securities in the United States (including its territories and possessions, any state of the United States and the District of Columbia), Canada, Australia, South Africa, Japan or any other jurisdiction in which the same would be unlawful. No public offering of the Placing Shares is being made in any such jurisdiction.

In particular, the securities of St. Modwen (including the Placing Shares) have not been and will not be registered under the US Securities Act of 1933, as amended (the "Securities Act"), or under the applicable securities laws or with any securities regulatory authority of any state or other jurisdiction of the United States, and, accordingly, the Placing Shares may not be offered, sold, pledged or transferred, directly or indirectly, within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and the securities laws of any relevant state or jurisdiction of the United States.

The Placing Shares have not been approved or disapproved by the US Securities and Exchange Commission, any state securities commission or other regulatory authority in the United States, nor have any of the foregoing authorities passed upon or endorsed the merits of the Placing or the accuracy or adequacy of this Announcement. Any representation to the contrary is a criminal offence in the United States.

This document is not being distributed by, nor has it been approved for the purposes of section 21 of Financial Services and Markets Act 2000 ("FSMA") by, a person authorised under FSMA. This document is being distributed and communicated to persons in the UK only in circumstances in which section 21(1) of FSMA does not apply.

The distribution of this announcement and the offering, placing and/or issue of the Placing Shares in certain jurisdictions may be restricted by law. No action has been taken by the Company, the Joint Bookrunners or any of their respective affiliates that would permit an offering of such shares or possession or distribution of this announcement or any other offering or publicity material relating to such shares in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required by the Company and the Joint Bookrunners to inform themselves about, and to observe, such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

J.P. Morgan Securities plc, which conducts its UK investment banking activities as J.P. Morgan Cazenove, and which is authorised and regulated in the United Kingdom by the FSA, is acting for the Company in connection with the Placing and no-one else and will not be responsible to anyone other than the Company for providing the protections afforded to clients of J.P. Morgan Securities plc nor for providing advice in relation to the Placing or any other matter referred to in this Announcement.

Numis Securities Limited, which is authorised and regulated in the United Kingdom by the FSA, is acting for the Company in connection with the Placing and no-one else and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Numis Securities Limited nor for providing advice in relation to the Placing or any other matter referred to in this Announcement.

This announcement may contain forward-looking statements which are based on the Company's expectations, intentions and projections regarding its future performance, anticipated events or trends and other matters that are not historical facts. These forward-looking statements, which may use words such as "aim", "anticipates", "believe", "intend", "estimate", "expect" and words of similar meaning, include all matters that are not historical facts. By their nature, all forward-looking statements involve risks and uncertainties that could cause the actual results of operations, financial condition, liquidity, dividend policy and the development of the industry in which the Company's business operates to differ materially from the impression created by the forward-looking statements. These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Given these risks and uncertainties, prospective investors are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date of such statements and, except as required by the FSA, the London Stock Exchange or applicable law or regulation, the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

Any indication in this announcement of the price at which ordinary shares have been bought or sold in the past cannot be relied upon as a guide to future performance. No statement in this announcement is intended to be a profit forecast and no statement in this announcement should be interpreted to mean that earnings per share of the Company for the current or future financial years would necessarily match or exceed the historical published earnings per share of the Company. The price of shares and the income from them may go down as well as up and investors may not get back the full amount invested on disposal of the Placing Shares. Past performance is no guide to future performance and persons needing advice should consult an independent financial adviser.

The Placing Shares to be issued or sold pursuant to the Placing will not be admitted to trading on any stock exchange other than the London Stock Exchange.

Neither the content of the Company's website (or any other website) nor the content of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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