Proposed Issue of Equity

RNS Number : 5997B

Empiric Student Property PLC

08 October 2015

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES OF AMERICA, CANADA, JAPAN, AUSTRALIA OR SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT OR ANY COPY OF IT.

THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS. THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM PART OF, AND SHOULD NOT BE CONSTRUED AS, ANY OFFER FOR SALE OR SUBSCRIPTION OF, OR SOLICITATION OF ANY OFFER TO BUY OR SUBSCRIBE FOR, ANY SHARES IN THE COMPANY OR SECURITIES IN ANY OTHER ENTITY, IN ANY JURISDICTION, INCLUDING THE UNITED STATES, NOR SHALL IT, OR ANY PART OF IT, OR THE FACT OF ITS DISTRIBUTION, FORM THE BASIS OF, OR BE RELIED ON IN CONNECTION WITH, ANY CONTRACT OR INVESTMENT DECISION WHATSOEVER, IN ANY JURISDICTION. THIS ANNOUNCEMENT DOES NOT CONSTITUTE A RECOMMENDATION REGARDING ANY SECURITIES. ANY INVESTMENT DECISION MUST BE MADE EXCLUSIVELY ON THE BASIS OF THE PROSPECTUS PUBLISHED BY THE COMPANY.

8 October 2015

Empiric Student Property plc

("Empiric" or the "Company" or, together with its subsidiaries, the "Group")

PROPOSED ISSUE OF EQUITY

The Board of Directors of Empiric Student Property plc (LSE: ESP) announces an institutional placing (the "Placing") and offer for subscription (the "Offer for Subscription") of new ordinary shares at a price of 106.5 pence per share ("Issue Price") (the "Issue").  The Issue will comprise the final tranche of the Share Issuance Programme, under which approximately 81.15 million Shares remain available for issue. 

A new securities note and a new summary (the "Securities Note" and the "Summary") containing full details of the Issue are expected to be published later today.  The Securities Note and Summary, together with the registration document published on 30 October 2014 and the supplementary prospectuses published on 19 May 2015 and 15 September 2015 respectively, form the prospectus (the "Prospectus") in relation to the proposed issue of up to 300 million new Shares through a Share Issuance Programme valid until 29 October 2015 (the "Share Issuance Programme") under which approximately 218.85 million Shares have already been issued.  The Company does not currently have any further authorities in place to issue new Shares for cash following the expiry of the Share Issuance Programme.

The Company's property portfolio currently comprises 4,820 beds across 51 assets in 25 cities, 36 of which are operating assets and 15 are forward funded or development assets. The operating property portfolio comprises 2,953 beds and is fully let ⁽¹⁾ for the 2015/16 academic year.  A further 970 beds currently under development are contracted to be operational from September 2016, with a further 897 beds contracted to be operational from September 2017.

The Company has substantially fully committed the net equity proceeds from the July 2015 fundraising.  The Company has a very strong pipeline comprising a mix of operating properties and properties under development across multiple locations in the UK representing, in aggregate, over 2,500 beds.  Accordingly, the Company expects to commit the net proceeds of the Issue, at the latest, by the end of the first quarter of 2016.

Note:

(1) The Company budgets and models on the basis of 97.5% occupancy. Occupancy or income of the operational portfolio to this level and in excess is considered fully let.

Dividends

The Company has today declared a first interim dividend for the financial year ending 30 June 2016 of 1.5 pence per Share in respect of the quarter ended 30 September 2015 payable on or around 4 November 2015 to Shareholders on the register on 16 October 2015.

The Company confirms an annual dividend target of 6 pence per Share for the financial year commencing 1 July 2015.  Thereafter, dividends are expected to grow by not less than the RPI inflation index ⁽²⁾.  The Company's stated intention is to pay these dividends on a quarterly basis.  

Shares subscribed in the Issue will rank pari passu with the existing ordinary shares (but will not rank for the first interim dividend for the quarter ended 30 September 2015 declared today).

Note:

(2) The target dividends stated above are targets only and not profit forecasts. There can be no assurance that these targets will be met and they should not be taken as an indication of the Company's expected or actual future results. Potential investors should not place any reliance on these targets and any investment decision should be made exclusively on the basis of the Prospectus.

Expected Timetable

Placing and Offer for Subscription opens	8 October 2015
Latest time and date for receipt of completed Offer for Subscription Application Forms and payment in full under the Offer for Subscription	11.00 a.m. on 22 October 2015
Latest time and date for receipt of placing commitments under the Placing	3.00 p.m. on 22 October 2015
Announcement of the results of the Issue	23 October 2015
Admission of the Shares to the Official List and to trading on the London Stock Exchange's main market for listed securities	8.00 a.m. on 27 October 2015
Crediting of CREST stock accounts	27 October 2015
Share certificates despatched (where appropriate)	week commencing 26 October 2015 (or as soon as possible thereafter)

The dates and times specified in this announcement are subject to change without further notice. All references to times in this announcement are to London time unless otherwise stated. In particular, the Board may, with the prior approval of Jefferies and Akur, bring forward or postpone the closing time and date for the Issue (but not beyond 29 October 2015). In the event that such date is changed, the Company will notify investors who have applied for Shares of changes to the timetable either by post, by electronic mail or by the publication of a notice through a Regulatory Information Service.

Dealing codes

Ticker	ESP
ISIN for the Ordinary Shares	GB00BLWDVR75
SEDOL for the Ordinary Shares	BLWDVR7

Further details of the Issue and the Share Issuance Programme will be set out in the Securities Note and Summary which are expected to be published today and will be available on the Company's website at www.empiric.co.uk.

Any defined terms used in this announcement are as set out in the Prospectus.

For further information on the Company, please contact:

Empiric Student Property plc	(via Newgate below)
Paul Hadaway (Chief Executive)
Tim Attlee (Chief Investment Officer)
Michael Enright (Chief Financial Officer)
Akur Limited (Joint Financial Adviser)	Tel: [phone]
Tom Frost
Anthony Richardson
Siobhan Sergeant
Jefferies International Limited (Sponsor, Joint Financial Adviser and Sole Global Coordinator and Bookrunner)	Tel: [phone]
Gary Gould
Stuart Klein
Newgate (PR Adviser)	Tel: [phone]
James Benjamin	Em: [e-mail]
Alex Shilov

Further information on Empiric can be found on the Company's website at www.empiric.co.uk.

Notes:

Empiric Student Property plc (incorporated in England & Wales) is an internally managed real estate investment trust ("REIT") investing in modern, direct-let, premium student accommodation, both standing and development assets, with a focus on quality and with assets generally in prime central locations in top university cities and towns in the UK.  The Company listed on the premium listing segment of the Official List of the Financial Conduct Authority and was admitted to trading on the main market for listed securities of the London Stock Exchange in June 2014. 

IMPORTANT NOTICE

This announcement is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia), Australia, Canada, South Africa, New Zealand or Japan. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement does not contain or constitute an offer for sale of, or the solicitation of an offer or an invitation to buy or subscribe for, Shares to any person in the United States, Australia, Canada, South Africa, New Zealand or Japan or in any jurisdiction to whom or in which such offer or solicitation is unlawful.

The Company will not be registered under the US Investment Company Act of 1940, as amended. In addition, the Shares referred to herein have not been and will not be registered under the US Securities Act of 1933, as amended (the "Securities Act") or under the securities laws of any state or other jurisdiction of the United States and may not be offered or sold in the United States or to or for the account or benefit of US persons absent registration or an exemption from the registration requirements of the Securities Act and in compliance with any applicable State securities laws. There will be no public offer of the Shares in the United States, Australia, Canada, South Africa, New Zealand or Japan.

The offer and sale of Shares referred to herein has not been and will not be registered under the applicable securities laws of any state, province or territory of Australia, Canada, South Africa, New Zealand or Japan. Subject to certain exceptions, the Shares referred to herein may not be offered or sold in Australia, Canada, South Africa, New Zealand or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada, South Africa, New Zealand or Japan.

Jefferies and Akur are authorised and regulated by the Financial Conduct Authority. Each of Jefferies and Akur is acting exclusively for the Company and no-one else in connection with the Issue and the Share Issuance Programme.  They will not regard any other person as their respective clients in relation to the subject matter of this announcement and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, nor for providing advice in relation to the contents of this announcement or any transaction, arrangement or other matter referred to herein.

None of the Company, Jefferies, Akur and any of their respective affiliates accepts any responsibility or liability whatsoever for/or makes any representation or warranty, express or implied, as to this announcement, including the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of the announcement or its contents or otherwise arising in connection therewith. The Company, Jefferies, Akur and their respective affiliates accordingly disclaim all and any liability whether arising in tort, contract or otherwise which they might otherwise have in respect of this announcement or its contents or otherwise arising in connection therewith.

 

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