Details of Proposed Placing - Placing Programme

RNS Number : 6519V

GCP Infrastructure Investments Ltd

30 October 2014

 



NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY ORINDIRECTLY, TO US PERSONS OR IN OR INTO THE UNITED STATES, OR INTO OR FROMAUSTRALIA, CANADA OR JAPAN.

This announcement is an advertisement and not a prospectus. Any decision to invest in the securities referred to in this announcement must be made exclusively on the basis of the prospectus published on 12 February 2014 by the Company and any supplement thereto (the "Prospectus"). A copy of the Prospectus is available for inspection at www.morningstar.co.uk/uk/NSM. This announcement does not constitute a recommendation regarding any securities.

30 October 2014

GCP Infrastructure Investments Limited

Details of proposed placing under the Placing Programme

Further to the announcement by the Company on 14 October 2014 of consideration of a further issue of new ordinary shares of £0.01 each fully paid in the capital of the Company ("Ordinary Shares"), the Board of Directors of GCP Infrastructure Investments Limited is pleased to confirm a proposed placing of new Ordinary Shares under the Placing Programme in accordance with the Prospectus published on 12 February 2014 (the "Placing"). The target amount to be raised, which will be subject to the availability of suitable investment opportunities but which in any case will be no greater than £75 million, will be announced on or around 17 November 2014. Applications in respect of the Placing are expected to close at 12:00 pm (London time) on 20 November 2014, with the results of the Placing to be announced on or around 21 November 2014.

The Placing Price will be set by reference to a NAV calculated as at 10 November 2014 for the purposes of the Placing and expected to be announced on 17 November 2014. The Placing Price per new Ordinary Share is expected to be announced on 17 November 2014 and will be at a premium to that NAV.  The Placing will therefore be accretive for existing shareholders.

The timetable is subject to change at the discretion of the Company, Oriel Securities Limited ("Oriel Securities") and Cenkos Securities plc ("Cenkos Securities"). Qualified investors are invited to apply for new Ordinary Shares by contacting either Oriel Securities or Cenkos Securities. The decision to allot any shares to any qualified investors shall be at the discretion of the Company, Oriel Securities and Cenkos Securities.

Unless otherwise defined herein, terms used in this announcement shall have the same meanings as those defined in the Prospectus dated 12 February 2014.

Expected timetable	2014
Placing opens	30 October
NAV, Placing Price and target fundraising amount announced	17 November
Latest time and date for receipt of placing commitments	12.00pm on 20 November
Result of Placing announced	21 November
Admission and Settlement	25 November

For further information, please contact:

Gravis Capital Partners LLP    Stephen Ellis     Rollo Wright	[phone] [phone]
Oriel Securities            Neil Winward     Mark Bloomfield Tunga Chigovanyika	[phone]
Cenkos Securities        Tom Scrivens	[phone]
Buchanan        Charles Ryland  Sophie McNulty	[phone]

About GCP Infrastructure Investments Limited

The Company is a closed-ended London Stock Exchange-listed investment company that seeks to generate returns from senior and subordinated infrastructure debt and related and/or similar assets. The Company is advised by Gravis Capital Partners LLP.

Members of the public are not eligible to take part in the Placing. This announcement and the terms and conditions referred to herein are directed in the United Kingdom only at persons selected by Oriel Securities Limited or Cenkos Securities plc who are "investment professionals" falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "FPO") or "high net worth companies, unincorporated associations etc" falling within Article 49(2) of the FPO, or persons to whom it may otherwise be lawfully communicated (all such persons together being referred to as "Relevant Persons"). This announcement and the terms and conditions referred to herein must not be acted on or relied on in the United Kingdom by persons who are not Relevant Persons. Any investment or investment activity to which this announcement relates is available only to, and will be engaged in only with, persons in the United Kingdom who are Relevant Persons.

The new Ordinary Shares that are the subject of the Placing are not being offered or sold to any person in the European Union, other than to "qualified investors" as defined in Article 2.1(e) of Directive 2003/71/EC, which includes legal entities which are regulated by the Financial Conduct Authority or entities which are not so regulated whose corporate purpose is solely to invest in securities.

This announcement is not for distribution, directly or indirectly, in or into the United States of America (including its territories and possessions, any state of the United States of America and the District of Columbia) (the "United States"), Australia, Canada, Japan or South Africa or into any other jurisdiction where applicable laws prohibit its release, distribution or publication. This announcement does not constitute, or form part of, an offer to sell, or a solicitation of an offer to purchase, any securities in the United States, Australia, Canada, Japan or South Africa or in any other jurisdiction where such offer or sale would be unlawful.  The securities of the Company have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or the US Investment Company Act of 1940, as amended and may not be offered or sold directly or indirectly in or into the United States or to or for the account or benefit of any US Person (within the meaning of Regulation S under the Securities Act). The securities referred to herein have not been registered under the applicable securities laws of Australia, Canada, Japan or South Africa and, subject to certain exceptions, may not be offered or sold within Australia, Canada, Japan or South Africa or to any national, resident or citizen of Australia, Canada, Japan or South Africa.

This announcement has been issued by and is the sole responsibility of the Company. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by, Oriel Securities Limited, Cenkos Securities plc or by any of their respective affiliates or agents as to or in relation to the accuracy or completeness of this announcement or any other written or oral information made available to or publicly available to any interested party or their advisers and any liability therefore is expressly disclaimed.

Oriel Securities Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting as joint broker and joint bookrunner to the Company and is acting for no-one else in connection with the Placing and the contents of this announcement and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Oriel Securities Limited nor for providing advice in connection with the Placing and the contents of this announcement or any other matter referred to herein.

Cenkos Securities plc, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting as joint broker and joint book runner to the Company and is acting for no-one else in connection with the Placing and the contents of this announcement and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Cenkos Securities plc nor for providing advice in connection with the Placing and the contents of this announcement or any other matter referred to herein.

 

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