Results of Rights Issue

RNS Number : 2353U

Great Portland Estates PLC

22 June 2009

 



NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA

This announcement shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale or purchase of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The availability of the Rights Issue to persons not resident in the United Kingdom may be affected by the laws of the relevant jurisdictions. Such persons should inform themselves about and observe any applicable requirements. This announcement is an advertisement and does not constitute a prospectus. Nothing in this announcement should be interpreted as a term or condition of the Rights Issue. Any decision to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any New Shares must be made only on the basis of the information contained in and incorporated by reference into the Prospectus. 

22 June 2009

For Immediate Release

Great Portland Estates plc ('Great Portland Estates')

Results of Rights Issue 

Great Portland Estates today announces that under the terms of the 8 for 11 Rights Issue announced on 19 May 2009, as at 11:00 a.m. on 19 June 2009, being the last time and date for receipt of valid subscriptions, valid acceptances had been received in respect of 126,777,488 New Shares, representing approximately 96.3 per cent. of the total number of New Shares offered to Shareholders.

The Rights Issue was underwritten by Credit Suisse Securities (Europe) Limited and J.P. Morgan Securities Ltd. Lazard & Co., Limited is acting as Financial Adviser to Great Portland Estates.

It is expected that the New Shares will commence trading fully paid on the London Stock Exchange's main market for listed securities at 8.00am on 22 June 2009.

It is expected that the New Shares in uncertificated form will be credited to CREST accounts on 22 June 2009, and that definitive share certificates in respect of New Shares in certificated form will be despatched to shareholders by no later than 29 June 2009.

In accordance with the arrangements set out in Part 3 of the Prospectus dated 19 May 2009, Credit Suisse Securities (Europe) Limited and J.P. Morgan Cazenove Limited, acting as Joint Bookrunners, will use reasonable endeavours to procure subscribers for the remaining 4,875,627 New Shares not validly taken up in the Rights Issue. A further announcement as to the number of New Shares for which subscribers have been procured will be made in due course.

Defined terms used in this announcement shall have the same meanings as in the Prospectus relating to the Rights Issue dated 19 May 2009, unless the context requires otherwise.

For more information contact:  

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Enquiries:
Great Portland Estates plc	[phone]
Desna Martin
Credit Suisse	[phone]
James Leigh-Pemberton
Robert Mayhew
J.P. Morgan Cazenove Limited	[phone]
Jonathan Wilcox
Bronson Albery
Lazard	[phone]
William Rucker
Patrick Long
Finsbury	[phone]
James Murgatroyd
Gordon Simpson

Distribution of this announcement and the transfer of New Shares into jurisdictions other than the United Kingdom may be restricted by law. These materials are not for distribution, directly or indirectly, in whole or in part, in or into the United States (including its territories and dependencies, any state or the United States and the District of Columbia) or any Excluded Territory. Persons into whose possession this announcement comes should inform themselves of and observe any such restrictions. In particular, all Overseas Shareholders and any person (including, without limitation, agents, custodians, nominees or trustees) who has a contractual or other legal obligation to forward this announcement or any other documents issued by the Company in connection with the Rights Issue, if and when received, to a jurisdiction outside the United Kingdom, should read section 2.5 of part 3 (Terms and Conditions of the Rights Issue) of the Prospectus. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The New Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the 'Securities Act') or under any securities laws of any state or other jurisdiction of the United States and may not be offered, sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, within the United States except pursuant to an applicable exemption from 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. There will be no public offer of these securities in the United States. 

The New Shares will also not be registered under the securities laws of any Excluded Territory and may not be offered, sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, within such jurisdictions except pursuant to an applicable exemption from and in compliance with any applicable securities laws. There will be no public offer in any of the Excluded Territories.

Credit Suisse Securities (Europe) Limited, J.P. Morgan Cazenove Limited, J.P. Morgan Securities Ltd and Lazard & Co., Limited, each of whom are authorised and regulated in the United Kingdom by the FSA, are acting for Great Portland Estates and no one else in connection with the Rights Issue and will not regard any other person (whether or not a recipient of this document) as a client in relation to the Rights Issue and will not be responsible to anyone other than Great Portland Estates for providing the protections afforded to their respective clients or for providing advice in relation to the Rights Issue or any matters referred to in this document.

Apart from the responsibilities and liabilities, if any, which may be imposed on each of Credit Suisse Securities (Europe) Limited, J.P. Morgan Cazenove Limited, J.P. Morgan Securities Ltd and Lazard & Co., Limited by the Financial Services and Markets Act 2000, each of Credit Suisse Securities (Europe) Limited, J.P. Morgan Cazenove Limited, J.P. Morgan Securities Ltd and Lazard & Co., Limited accepts no responsibility whatsoever for the contents of this document, including its accuracy, completeness or verification, or for any other statement made or purported to be made by it, or on behalf of them, in connection with Great Portland Estates, the New Shares or the Rights Issue. Credit Suisse Securities (Europe) Limited, J.P. Morgan Cazenove Limited, J.P. Morgan Securities Ltd and Lazard & Co., Limited accordingly disclaim all and any liability whether arising in tort, contract or otherwise (save as referred to above) which they might otherwise have in respect of this document or any such statement.

No person has been authorised to give any information or to make any representations other than those contained in this announcement and, if given or made, such information or representations must not be relied on as having been authorised by Great Portland Estates, Credit Suisse Securities (Europe) Limited, J.P. Morgan Cazenove Limited, J.P. Morgan Securities Ltd or Lazard & Co., Limited. Subject to the Listing Rules, the Prospectus Rules and the Disclosure and Transparency Rules, the issue of this announcement shall not, in any circumstances, create any implication that there has been no change in the affairs of the business of Great Portland Estates since the date of this announcement or that the information in it is correct as at any subsequent date.

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