Publication of Prospectus

RNS Number : 2752T

Assura Group Limited

02 December 2011

 



THE INFORMATION CONTAINED IN THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION, DISTRIBUTION OR FORWARDING, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA AND SHOULD NOT BE DISTRIBUTED IN, FORWARDED TO OR TRANSMITTED IN OR INTO ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF LOCAL SECURITIES LAWS OR REGULATIONS OF SUCH JURISDICTION. PLEASE READ THE IMPORTANT INFORMATION AT THE END OF THE PRESS RELEASE.

2 December 2011 

Assura Group Limited

("Assura" or the "Company")

PUBLICATION OF RIGHTS ISSUE PROSPECTUS

Assura announces that a prospectus dated 2 December 2011 relating to a 2 for 7 Rights Issue of 117,677,538 New Assura Shares at 30 pence per share has been approved by the UK Listing Authority and will shortly be available to view on the Company's website at: www.assuragroup.co.uk.

Assura will now be able to progress its plans to cancel the interest rate swap that was entered into in connection with Assura's loan with NAB and close out the arrangements the Board has taken to protect the Company against the risk of further deterioration of the market value of the swap. As previously reported, in early October this year, Assura purchased a 12 month receiver's swaption to cap the mark-to-market loss on the swap and ensure that for 12 months, the net loss on the swap and the swaption would not exceed £68.6 million. The Board has now substantially fixed the amount of the loss on the swap by entering into a reverse swap and has sold the swaption at a cost of approximately £67.5 million in aggregate.

A copy of the Prospectus has been submitted to the National Storage Mechanism and will shortly be available for inspection at: www.hemscott.com/nsm.do. In addition, the Prospectus will be available for inspection at the offices of Addleshaw Goddard, 60 Chiswell Street, London EC1Y 4AG.

The full timetable for the Rights Issue is set out in the Prospectus. The provisional timetable set out in the announcement of 23 November 2011 has changed and is summarised below.

Record Date for entitlement under the Rights Issue	30 November 2011
Publication of the Prospectus	2 December 2011
Despatch of Provisional Allotment Letters to Qualifying non-CREST Shareholders	5 December 2011
Admission - commencement of dealings in Nil Paid Rights and Fully Paid Rights, and Existing Assura Shares marked ''ex-rights'' by the London Stock Exchange	8.00 a.m. on 6 December 2011
Latest time and date for acceptance, payment in full and registration of renunciation of Provisional Allotment Letters, fully paid	11.00 a.m. on 21 December 2011
Commencement of dealings in New Assura Shares, fully paid, on the London Stock Exchange	8.00 a.m. on 22 December 2011

The times and dates set out in the timetable of principal events above and mentioned in this announcement and in the Provisional Allotment Letters may be adjusted by the Company in consultation with its advisers, in which event details of the new times and dates will be notified to the UK Listing Authority, the London Stock Exchange and, where appropriate, Qualifying Shareholders.

Enquiries:

Assura Group Limited	01925 420 690
Simon Laffin, Non-executive Chairman
Nigel Rawlings, CEO
Cenkos Securities plc	020 7397 8900
Ian Soanes
Adrian Hargrave
Investec Bank plc	020 7597 5970
Gary Clarence
Patrick Robb
Daniel Adams
FTI Consulting	020 7831 3113
Ben Atwell
Stephanie Cuthbert

Definitions used in this announcement have the same meaning as those used in the announcement of 23 November 2011.

This announcement has been issued by and is the sole responsibility of Assura Group Limited.

Neither the content of Assura's website nor any website accessible by hyperlinks on Assura's website is incorporated in, or forms part of, this announcement.

This announcement is for information purposes only and investors should not acquire any Nil Paid Rights, Fully Paid Rights or New Assura Shares except on the basis of the information contained in the Prospectus. The Prospectus will give further details of the Nil Paid Rights, the Fully Paid Rights and the New Assura Shares being offered pursuant to the Rights Issue. This announcement cannot be relied upon for any investment contract or decision.

This announcement is for information purposes only and does not constitute or form part of any offer or invitation to purchase, otherwise acquire, subscribe for, sell, otherwise dispose of or issue, or any solicitation of any offer to sell, otherwise dispose of, issue, purchase, otherwise acquire or subscribe for, any security in the capital of the Company in any jurisdiction in which such offer or invitation is unlawful.

The information contained in this announcement is not for release, publication or distribution to persons in the United States, Australia, Canada, Japan or the Republic of South Africa and should not be distributed, forwarded to or transmitted in or into any jurisdiction where to do so might constitute a violation of local securities laws or regulations.

This announcement does not constitute an offer for sale of securities of the Company in the United States, Australia, Canada, Japan or the Republic of South Africa. The Nil Paid Rights, the Fully Paid Rights and the New Assura Shares to be issued in connection with the Rights Issue have not been and will not be registered under the U.S. Securities Act or under the securities legislation of any state or territory or jurisdiction of the United States, and may not be offered, or sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, in the United States except pursuant to an exemption from registration under the Securities Act and in compliance with state securities laws. There will be no public offer of Nil Paid Rights, Fully Paid Rights or New Assura Shares in the United States.

The distribution of this announcement and/or the Prospectus and/or the Provisional Allotment Letter and/or the transfer of Nil Paid Rights, Fully Paid Rights and/or New Assura Shares into jurisdictions other than the United Kingdom may be restricted by law, and, therefore, persons into whose possession this announcement and/or the Prospectus and/or the Provisional Allotment Letter comes should inform themselves about and observe any such restrictions.  Any failure to comply with any such restrictions may constitute a violation of the securities laws of such jurisdiction. In particular, subject to certain exceptions, the Prospectus and the Provisional Allotment Letter should not be distributed, forwarded to or transmitted in or into the United States, Australia, Canada, Japan or the Republic of South Africa.

The contents of this announcement are not to be construed as legal, business, financial or tax advice. Each prospective investor should consult his, her or its own legal adviser, business adviser, financial adviser or tax adviser for legal, financial, business or tax advice.

 

END

 

 

MSCUUSORAOAURAA