HSBC Infrastructure Company Limited
27 November 2009
Acquisition of a stake in Romford Hospital PFI project
HSBC Infrastructure Company Limited ("HICL" or the "Company"), the listed infrastructure investment company, announces today it has signed a conditional contract to acquire a 50% interest in the Queen's Hospital PFI project in Romford from a subsidiary of Lend Lease Corporation ("Lend Lease"). The completion of the acquisition is subject only to receipt of a third party consent, which is expected next week. On completion, the Company will acquire equity and loan notes for an aggregate consideration of £23.9 million, such amount being met from the Company's existing resources.
The acquisition was highlighted in the Prospectus published on 12 November as an investment opportunity in the pipeline which it was hoped would secure prior to the closing of the Placing and Offer for Subscription of C Shares.
The price agreed with Lend Lease is in line with the current valuation range of similar PFI investments in the Company's existing portfolio.
The Romford Project involves the design, build and finance of the Queen's Hospital in Romford, followed by the maintenance of the hospital and the provision of non-clinical services for a total term of 36 years from January 2004. Construction was undertaken by a subsidiary of Lend Lease and was completed in October 2006, since which time the hospital has been running successfully. Non-clinical services are provided under three long-term services agreements by subsidiaries of Sodexo Alliance SA (facilities management), Lend Lease (life cycle management) and Siemens plc (managed equipment and telephony services). Sodexo Investment Services Ltd (a subsidiary of Sodexo Alliance SA) and an infrastructure fund managed by the Bank of Scotland are both 25% co-shareholders in the project.
Tony Roper, Director, HSBC Specialist Fund Management Limited, HICL's Investment Adviser, said: "We are pleased to have the opportunity to acquire this quality asset which has a good operational track record. This new investment will increase the number of investments in healthcare projects to eight. We look forward to working with our fellow shareholders to ensure this project continues to be well managed and successful."
Following completion of the acquisition of the Queen's Hospital PFI project, the Company's portfolio will consist of 32 projects. The current aggregate of the Group's debt and outstanding investment subscription obligations in respect of the Company's investments is now approximately £85 million.
The Company announced on 12 November 2009 that it was seeking to raise up to £80 million or, if lower, the aggregate of Group debt and outstanding subscription obligations by way of an issue of C Shares (the "Issue"). The Board has confirmed that, as a result of signing the contract for this acquisition, the Company is seeking to raise the maximum amount of £80 million.
Ends
HSBC Specialist Fund Management Limited |
020 7991 8888 |
Tony Roper Keith Pickard Sandra Lowe |
|
Collins Stewart Europe Limited |
020 7523 8000 |
Robbie Robertson David Yovichic |
|
Oriel Securities Limited |
020 7710 7600 |
Tom Durie Emma Ormond |
|
M:Communications |
020 7920 2330 |
Ed Orlebar James Hill |
|
HSBC Infrastructure Company Limited
The Company is a long term investor in infrastructure projects which are predominantly in their operating phase and yielding steady returns. When this acquisition completes, the Company will own a portfolio of 32 infrastructure projects, of which 31 are operational. None of the investments in the portfolio is a demand-based income project (whose revenue is dependent on the amount of usage).
The Company is seeking further suitable investment opportunities in line with its strategy set out most recently in the Company's results announced on 12 November 2009.
Further details of the Company can be found from its web site www.hicl.hsbc.com
Investment Adviser
The Investment Adviser to the Company is HSBC Specialist Fund Management Limited, whose infrastructure investment team has successfully invested in infrastructure projects since 1997 and which is part of HSBC Specialist Investments, the infrastructure and real estate investment arm of the HSBC Group. HSBC Specialist Fund Management Limited is authorised and regulated by the Financial Services Authority.
IMPORTANT NOTICES
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 Collins Stewart Europe Limited ("CS"), Oriel Securities Limited ("Oriel") 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 its advisers, and any liability therefore is expressly disclaimed.
CS, which is authorised and regulated by the Financial Services Authority, is acting for the Company in connection with the Issue and no-one else and will not be responsible to anyone other than the Company for providing the protections afforded to clients of CS nor for providing advice in relation to the Issue, the contents of this Announcement or any other matter referred to herein.
Oriel, which is authorised and regulated by the Financial Services Authority, is acting for the Company in connection with the Issue and no-one else and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Oriel nor for providing advice in relation to the Issue, the contents of this Announcement or any other matter referred to herein.
Neither the C Shares in the Company referred to in this Announcement (the "C Shares") nor the new Ordinary Shares in the Company into which they will convert (the "New Ordinary Shares) have been, or will be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or with any securities regulatory authority of any State or other jurisdiction of the United States, and accordingly may not be offered, sold or transferred within the United States except pursuant to an exemption from, or in a transaction not subject to, registration under the Securities Act. No offering of the C Shares or the New Ordinary Shares is being made in the United States or to U.S. persons as defined in and in accordance with Regulation S under the Securities Act ("U.S. Persons"). The Company has not been and will not be registered under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act") and investors will not be entitled to the benefits of that Act.
The distribution of this Announcement and the Placing in certain jurisdictions may be restricted by law. No action has been taken by the Company, CS or Oriel that would permit an offering of the C Shares or the New Ordinary Shares or possession or distribution of this Announcement or any other offering or publicity material relating to such shares in any jurisdiction where action for that purpose is required. Persons into whose possession this Announcement comes are required by the Company, CS and Oriel to inform themselves about, and to observe, such restrictions.
This Announcement is for information purposes only and does not constitute an invitation to subscribe for or otherwise acquire or dispose of securities in the Company in any jurisdiction. The information contained in this Announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this Announcement or its accuracy or completeness. This announcement does not constitute or form part of any offer to issue or sell, or any solicitation of any offer to subscribe or purchase, any investments nor shall it (or the fact of its distribution) form the basis of, or be relied on in connection with, any contract therefore.
Certain statements in this Announcement are forward-looking statements which are based on the Company's expectations, intentions and projections regarding its future performance, anticipated events or trends and other matters that are not historical facts. These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Given these risks and uncertainties, prospective investors are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date of such statements and, except as required by applicable law, the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. The information contained in this Announcement is subject to change without notice and neither the Company nor CS nor Oriel assume any responsibility or obligation to update publicly or review any of the forward-looking statements contained herein.