Results of Second Placing

RNS Number : 6178X

Amedeo Air Four Plus Limited

27 November 2017

 

-NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, TO US PERSONS OR INTO OR WITHIN THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR, WITHIN THE EEA, OUTSIDE THE UNITED KINGDOM. THE INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN THE UNITED STATES, AUSTRALIA, CANADA, SOUTH AFRICA OR JAPAN OR ANY JURISDICTION IN WHICH SUCH AN OFFER OR SOLICITATION IS UNLAWFUL.

AMEDEO AIR FOUR PLUS LIMITED

(the "Company")

Announcement of the results of the Second Placing under the Company's Placing Programme

27 November 2017

Further to the Company's announcements on 1 November 2017 and 17 November 2017 in connection with a second placing under its current placing programme (the "Second Placing"), the Company is pleased to announce the successful completion of the Second Placing.

Pursuant to the Second Placing, which was significantly oversubscribed, 40,350,000 New Shares in the Company are being allotted and issued at an issue price of 104 pence per New Share.

The New Shares are expected to be admitted to trading on the Specialist Fund Segment of the London Stock Exchange's Main Market at 8.00 a.m. on 28 November 2017 and unconditional dealings in the New Shares are expected to commence at 8.00 a.m. on 30 November 2017.

Nimrod Capital LLP acted as Placing Agent to the Company.

The ISIN number for the existing and the New Shares is GG00BWC53H48 and the SEDOL number for the New Shares is BWC53H4.

In addition, the Company has been informed by Nimrod that orders to purchase 14,074,995 Shares to complete the Amedeo Share Sale have also been received.  Following completion of the Amedeo Share Sale, Amedeo Capital will hold 1,000,000 Shares in the Company.

The Amedeo Share Sale did not form part of the Second Placing, but took place alongside it.

Investment Objective and Policy

The Company's investment objective is to obtain income returns and a capital return for its Shareholders by acquiring, leasing and then selling aircraft. To pursue its investment objective, the Company will seek to use the net proceeds of placings and/or other equity capital raisings, together with financing facilities (or instruments), to acquire widebody, or other, aircraft which will be leased to one or more major airlines.

The Assets

The Company currently owns eight Airbus A380-800, two Boeing 777-300ER and three Airbus A350-900s aircraft (the "Current Assets"), each of which is leased to an airline lessee for a term of 12 years from its acquisition date.

Following the completion of the Second Placing, the Company intends to acquire a fourth Airbus A350-900 aircraft (the "New Asset") for leasing to Thai Airways, expected to be acquired in January 2018.

Share Capital

Following the Second Placing, there will be 642,250,000 shares in issue and the Company's market capitalisation will be approximately £667,940,000, based on the placing price of 104 pence per share.

Income Distributions

The Company receives, or will receive, income in the form of lease rentals for each Current Asset and the New Asset. Income distributions are currently being made to Shareholders quarterly and, subject to compliance with applicable laws and regulations, it is anticipated that such income distributions will continue to be made on a quarterly basis. The Company is targeting a distribution to investors of 2.0625 pence per Share per quarter (amounting to a yearly distribution of 8.25 pence per Share) at least until such time as any aircraft other than the Current Assets and the New Asset are acquired. As at the date of this announcement, the Company has been meeting its target distribution and 8.25 pence per Share has been distributed to Shareholders in four quarterly payments each year.

Future acquisitions

The Company's articles of incorporation provide that the Company may only acquire further aircraft with the approval of Shareholders by ordinary resolution in relation to each proposed acquisition.

 Defined terms used in this announcement shall have the same meaning as ascribed to them in the Company's Prospectus dated 13 June 2017 as supplemented by the Company's Supplementary Prospectus dated 17 November 2017.

For further information, please contact:

For administrative and company information:

JTC Fund Solutions (Guernsey) Limited

[phone]

For shareholder information:

Nimrod Capital LLP

Richard Bolchover

Marc Gordon

[phone]

Important Information

The above target distributions are targets only and are based on various projections and assumptions at the time of modelling and are therefore subject to change. The income the Company may receive cannot be accurately predicted and is subject to risks including, but not limited to, a default by a lessee on its obligations under a lease, late delivery of either of the New Asset and the effect of loan bullet payments falling due (which may cause the Board to consider if a distribution can lawfully be made under Guernsey law). Moreover, should Shareholders approve the acquisition of further aircraft or the sale proceeds of one or more of the Current Assets or the New Asset be re-invested, there can be no guarantee that the terms on which such further aircraft are leased will support the level of target dividends described above. There can therefore be no guarantee that dividends will be paid to Shareholders and, if dividends are paid, as to the timing and amount of any such dividend. Any distribution of dividends to Shareholders will be subject always to compliance with the Companies Laws.

Target yields or returns are targets only and there can be no guarantee that the company will achieve such targets at the levels stated or at all. Prospective investors should not place any reliance on such targets in deciding whether to invest in the Company.

This announcement and the information contained herein is not for publication, release or distribution, directly or indirectly, in or into the United States, Australia, Canada, South Africa or Japan or, within the EEA, outside the United Kingdom, or any jurisdiction in which the same would be unlawful. This announcement is not an offer to sell or a solicitation of any offer to buy the securities of Amedeo Air Four Plus Limited (the "Company", and such securities, the "Securities") in the United States, Australia, Canada, Japan or, within the EEA, outside the United Kingdom, or in any other jurisdiction where such offer or sale would be unlawful. Any offering will only be made in any jurisdiction in compliance with local laws.

The Company has not been and will not be registered under the US Investment Company Act of 1940 (the "Investment Company Act") and, as such, holders of the Securities will not be entitled to the benefits of the Investment Company Act. No offer, sale, resale, pledge, delivery, distribution or transfer of the Securities may be made except under circumstances that will not result in the Company being required to register as an investment company under the Investment Company Act. The Securities have not been and will not be registered under the US Securities Act of 1933 (the "Securities Act"), or with any securities regulatory authority of any state or other jurisdiction of the United States, and may not be offered, sold, resold, pledged, delivered, distributed or transferred, directly or indirectly, into or within the United States or to, or for the account or benefit of, US persons as defined in Regulation S under the Securities Act ("US Persons") except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States and in a manner which would not require the Company to register under the Investment Company Act. No public offering of the Securities is being made in the United States.

This announcement has been approved for issue in the United Kingdom for the purposes of section 21 of the UK Financial Services and Markets Act 2000 by Nimrod Capital LLP which is authorised and regulated by the UK Financial Conduct Authority.

Nimrod Capital LLP, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting for Amedeo Air Four Plus Limited in connection with the Placing and will not regard any other person (whether or not a recipient of this document or other information) as its customer in relation thereto and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Nimrod Capital LLP nor for providing advice in connection with the Placing and the contents of this announcement or any other matter referred to herein. Nimrod Capital LLP is not responsible for the contents of this announcement. This does not exclude or limit any responsibilities which Nimrod Capital LLP may have under the Financial Services and Markets Act 2000 or the regulatory regime established thereunder.

 

END

 

 

ROIXDLFLDFFBFBF