Statement re Placing and Offer

RNS Number : 8539C

International Public Partnership Ld

08 May 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THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR PUBLICATION, RELEASE, OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN, OR INTO, THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA, OR ANY JURISDICTION IN WHICH THE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 INCLUDING IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA.

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 (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.  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 or commitment whatsoever.  Any decision to purchase shares should be made solely on the basis of the information contained in the final prospectus issued by the Company.

 8 May 2012

Placing, Open Offer and Offer for Subscription

The Board of International Public Partnerships Limited ("INPP" or the "Company") is pleased to announce that it expects to proceed with a Placing, Open Offer and Offer for Subscription (the "Issue") of new ordinary shares during the second quarter of this year.

The Company noted in its annual results published on 19 April 2012, that approximately £170 million of investment, representing three current opportunities in respect of which it has exclusivity, have progressed to an advanced stage.  In addition, the Company has a strong pipeline of other longer term opportunities.  The proceeds of the fundraising, which is expected to have a target size of £180 million, are expected to be used to pay down the Company's corporate revolving debt facility and fund the acquisition of the assets in respect of which it has exclusivity, leaving the Company with the ability, through the revolving debt facility, to purchase additional accretive assets in the medium term.  

It is envisaged that a prospectus will be published in May with trading in the new shares commencing after the Company's AGM in June. Further details as to the precise timing and size of the Issue will be announced in due course.

For further information, please contact

Erica Sibree                                                                                        [phone]

Amber Fund Management Limited                                

Hugh Jonathan/Nick Westlake                                                  [phone]/1345

Numis Securities, Broker, Financial Adviser, Sponsor and Joint Bookrunner

Adam Welham                                                                                   [phone]

Barclays, Joint Bookrunner                                         

Ed Berry/Harry Stein                                                                        [phone]/7141

FTI Consulting

IMPORTANT NOTICES

The potential acquisition by the Company of any of the investments referred to in this Announcement is subject, among other things, to those projects reaching legal completion and to the Company having conducted satisfactory due diligence in relation to such investments. Although the Company has a right of first refusal for investments disposed of by the Amber group, any acquisitions will be subject to agreement having been reached between the Company and the relevant counterparty as to the terms of the acquisitions.  In addition, some of the investment opportunities are those where [Amber or the Company] is currently undergoing a bidding process.  There is no guarantee that they will be successful in any such bidding process. There is therefore no guarantee that any of the investments will be acquired and if they are on what terms. 

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 or Barclays Bank PLC, acting through its investment bank ("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 and Barclays, both of which are authorised and regulated by the Financial Services Authority, are 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 each of them nor for providing advice in relation to the Issue, the contents of this Announcement or any other matter referred to herein.

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.

 

END

 

 

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