19 June 2012
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR PUBLICATION, RELEASE, OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN, OR INTO, THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL OR TO U.S. PERSONS. THE INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN ANY JURISDICTION INCLUDING IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA.
This Announcement is for information purposes only and does not constitute an invitation or inducement to subscribe for or otherwise acquire or dispose of securities in the Company (defined below) in any jurisdiction. The information contained in this Announcement is for background purposes, is subject to updating and amendment, 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.
£200 million raised through Placing, Open Offer and Offer for Subscription
Result of Placing, Open Offer and Offer for Subscription
Further to the announcement of 25 May, International Public Partnerships Limited ("INPP" or the "Company") is pleased to announce that it has raised a total of £200 million through the Placing, Open Offer and Offer for Subscription. The Placing, Open Offer and Offer for Subscription have now closed.
Commenting on the result of the Placing, Open Offer and Offer for Subscription, Keith Dorrian, Chairman of INPP, said:
"We're delighted to have exceeded our fundraising target, attracting £200 million of additional capital from a range of UK and international investors. Indeed, the total of applications made through the Placing, Open Offer and Offer for Subscription exceeded this figure."
The Placing, Open Offer and Offer for Subscription are conditional upon the following conditions:
i. the Issue Pre-Emption Resolution being passed at the Annual General Meeting;
ii. the admission becoming effective by not later than 8.00 a.m. (London time) on 25 June 2012 (or such later date (being no later than 9 July 2012) as may be provided for in accordance with the terms of the Issue Agreement); and
iii. the Issue Agreement becoming otherwise unconditional in all respects, and not being terminated in accordance with its terms before Admission becomes effective.
It is expected that Admission will become effective, and dealings in the New Ordinary Shares will commence, at 8.00 a.m. on 25 June 2012.
It is expected that New Ordinary Shares issued under the Placing, Open Offer and Offer for Subscription in uncertificated form will be credited to accounts in CREST on 25 June 2012, and that definitive share certificates for the New Ordinary Shares issued in certificated form will be dispatched as soon as possible after 2 July 2012.
Unless otherwise defined, capitalised words and phrases in this Announcement shall have the meaning given to them in the Prospectus.
For further information:
Erica Sibree
Amber Fund Management Limited
+44 (0)20 7939 0558
Chris Gook / Nick Westlake
Numis Securities Limited
+44 (0)20 7260 1378/1345
Adam Welham
Barclays
+44 (0)20 7263 2323
Ed Berry / Harry Stein
FTI Consulting
+44 (0)20 7269 7297/7141
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 to, or in relation to, and no responsibility or liability is or will be accepted by Numis Securities Limited ("Numis") or Barclays Bank PLC ("Barclays") 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.
Numis is acting for the Company as sponsor, corporate broker, financial adviser and joint bookrunner and Barclays is acting for the Company as joint bookrunner in relation to the proposed Issue of New Shares pursuant to the Placing, Open Offer and Offer for Subscription. Numis and Barclays are both authorised and regulated by the Financial Services Authority. Neither Numis nor Barclays are acting for anyone else and will not be responsible to anyone other than INPP for providing the protections afforded to their respective clients nor for providing advice in relation to the proposed issue or any other matter referred to herein. To the fullest extent permitted by law recipients agree that neither Numis nor Barclays shall have any liability (direct or indirect) for or in connection with this Announcement or any matters arising out of or in connection herewith. Neither Numis nor Barclays has authorised the contents of, or any part of, this document.
Ordinary Shares to be issued pursuant to the Issue have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or under the applicable state securities laws of the United States, and accordingly, subject to certain exceptions, may not be offered or sold directly or indirectly in or into the United States, or to or for the benefit of any U.S. person (within the meaning of Regulation S under the Securities Act). In addition, the Company has not been and will not be registered under the United States Investment Company Act of 1940, as amended.
The distribution of this Announcement and the placing, open offer and offer for subscription of Ordinary Shares in certain jurisdictions may be restricted by law. No action has been taken by the Company, Numis or Barclays that would permit an offering of any Ordinary Shares or possession or distribution of this Announcement or any other offering or publicity material relating to such Ordinary Shares in any jurisdiction where action for that purpose is required. Persons into whose possession this Announcement comes are required by the Company, Numis and Barclays to inform themselves about, and to observe, such restrictions.
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 Numis nor Barclays assume any responsibility or obligation to update publicly or review any of the forward-looking statements contained herein.