Retail Offer by PrimaryBid

RNS Number : 7534S

LondonMetric Property PLC

18 November 2021

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014 WHICH FORMS PART OF UK LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018.

THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY, AND DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY SECURITIES OF LONDONMETRIC PROPERTY PLC.

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN   WHOLE OR IN PART, IN, INTO OR FROM, THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL.

THIS ANNOUNCEMENT AMOUNTS TO A FINANCIAL PROMOTION FOR THE PURPOSES OF SECTION 21 OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 AND HAS BEEN APPROVED BY PRIMARYBID LIMITED WHICH IS AUTHORISED AND REGULATED BY THE FINANCIAL CONDUCT AUTHORITY (FRN 779021).

18 November 2021

LONDONMETRIC PROPERTY PLC

(" LondonMetric " or the " Company ")

Retail Offer by PrimaryBid

LondonMetric ( LON : LMP ), the FTSE 250 listed REIT that owns one of the UK's listed logistics platforms alongside a grocery-led long income portfolio , is pleased to announce a conditional offer for subscription via PrimaryBid (the "Retail Offer") of new ordinary shares of 10   pence each in the Company ("Retail Offer Shares"). The Company is also conducting a placing of new ordinary shares (the "Placing Shares") by way of an accelerated bookbuild process (the "Placing", together with the Retail Offer, the "Issue") as announced earlier today. The Retail Offer is conditional on the Placing.

The price at which the new ordinary shares to be issued pursuant to the Placing will be determined following the closing of the accelerated bookbuild   (the "Placing Price"). The issue price for the Retail Offer Shares will be the Placing Price.

The Retail Offer is conditional on the new ordinary shares to be issued pursuant to the Retail Offer and the Placing being admitted to trading on the premium segment of the Official List of the Financial Conduct Authority and to trading on London Stock Exchange's main market for listed securities ("Admission"). Applications for Admission will be made to the Financial Conduct Authority for such new ordinary shares to be admitted to the premium listing segment of the Official List and to the London Stock Exchange. Admission is expected to take place at 8.00 a.m. on 22   November 2021 . The Retail Offer will not be completed without Admission of the Placing Shares.

The Company intends that the net proceeds of the Issue will be used to fund existing committed and under offer deals, which total approximately £282 million, and which include the following: 

· £39 million used to fund a committed and pre-let logistics development asset;

· approximately £122 million used to acquire a South East focused portfolio of 15 assets which is 75 per cent. logistics and 25 per cent. long income;

· approximately £53 million used to forward fund a pre-let logistics development;

· approximately £31 million used to fund urban logistics redevelopment opportunities;

· approximately £22 million used to fund a grocery and logistics sale & leaseback portfolio; and

· approximately £15 million used to fund a pre-let grocery development asset.

Details of the Retail Offer

The Company highly values its retail investor base which has supported the Company alongside institutional investors over several years. Given the longstanding support of retail shareholders, the Company believes that it is appropriate to provide retail and other interested investors the opportunity to participate in the Retail Offer. The Company is therefore making the Retail Offer available exclusively through the PrimaryBid mobile app available on the Apple App Store and Google Play. PrimaryBid does not charge investors any commission for this service.

The Retail Offer, via the PrimaryBid mobile app, will be open to individual investors following the release of this announcement. The Retail Offer is expected to close at at the same time as the bookbuild for the Placing .  The Retail Offer may close early if it is oversubscribed.

The Retail Offer is offered under the exemptions against the need for a prospectus allowed under the Prospectus Regulation (EU) 2017/1129 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (the " Prospectus Regulation "). As such, there is no need for publication of a prospectus pursuant to the Prospectus Regulation Rules produced by the FCA, or for approval of the same by the Financial Conduct Authority. The Retail Offer is being made only in the United Kingdom.

The quantum of the Retail Offer shall not exceed the sterling equivalent of €8 million.

There is a minimum subscription of £250 per investor under the terms of the Retail Offer which is open to existing shareholders and other investors subscribing via the PrimaryBid mobile app.

The Company intends to apply the principles of pre-emption when allocating the Retail Offer Shares to those shareholders that participate in the Retail Offer and the Company reserves the right to scale back any order at its discretion. The Company and PrimaryBid reserve the right to reject any application for subscription under the Retail Offer without giving any reason for such rejection.

It is vital to note that once an application for Retail Offer Shares has been made and accepted via PrimaryBid, an application cannot be withdrawn.

For further information on PrimaryBid or the procedure for applications under the Retail Offer, visit  www.PrimaryBid.com  or email PrimaryBid at [e-mail]. The terms and conditions on which the Retail Offer is made, including the procedure for application and payment for Retail Offer Shares, is available to all persons who register with PrimaryBid.

The Retail Offer Shares will be issued free of all liens, charges and encumbrances and will, when issued and fully paid, rank pari passu in all respects with the Company's existing ordinary shares.

Investors should make their own investigations into the merits of an investment in the Company. Nothing in this announcement amounts to a recommendation to invest in the Company or amounts to investment, taxation or legal advice.

It should be noted that a subscription for Retail Offer Shares and investment in the Company carries a number of risks. Investors should consider the risk factors set out on www.PrimaryBid.com before making a decision to subscribe for Retail Offer Shares. Investors should take independent advice from a person experienced in advising on investment in securities such as the Retail Offer Shares if they are in any doubt. 

LondonMetric Property Plc Andrew Jones Martin McGann Gareth Price	[phone]
PrimaryBid Limited Fahim Chowdhury James Deal	[e-mail]
FTI Consulting Dido Laurimore Richard Gotla Andrew Davis	[phone]

IMPORTANT NOTICE

No prospectus will be made available in connection with the matters contained in this Announcement and no such prospectus is required (in accordance with the Prospectus Regulation) to be published. Persons needing advice should consult an independent financial adviser.

Neither this Announcement, nor any copy of it, may be taken or transmitted, published or distributed, directly or indirectly, in or into the United States, Australia, Canada, Japan, or South Africa or to any persons in any of those jurisdictions or any other jurisdiction where to do so would constitute a violation of the relevant securities laws of such jurisdiction. This Announcement is for information purposes only and does not constitute an offer to sell or issue, or the solicitation of an offer to buy, acquire or subscribe for any shares in the capital of the Company in the United States, Australia, Canada, Japan or the Republic of South Africa or any other state or jurisdiction in which such offer or solicitation is not authorised or to any person to whom it is unlawful to make such offer or solicitation. Any failure to comply with these restrictions may constitute a violation of securities laws of such jurisdictions.

The Retail Offer Shares have not been and will not be registered under the United States Securities Act of 1933, as amended ("Securities Act"), or with any securities regulatory authority of any state or other jurisdiction of the United States, and may not be offered, sold or transferred, directly or indirectly, in or into the United States absent registration under the Securities Act or an available exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and the securities laws of any state or other jurisdiction of the United States. There will be no public offering of the Retail Offer Shares in the United States. The Retail Offer Shares are being offered and sold solely outside the United States to non-US persons within the meaning of and in accordance with Regulation S under the Securities Act. No money, securities or other consideration from any person inside the United States is being solicited and, if sent in response to the information contained in this Announcement, will not be accepted.

The contents of this Announcement are not to be construed as legal, financial or tax advice. If necessary, each recipient of this Announcement should consult his, her or its own legal adviser, financial adviser or tax adviser for legal, financial or tax advice. Each subscriber should consult with their own advisers as to legal, tax, business and related aspects of an acquisition of Retail Offer Shares.

This Announcement does not constitute an offer of securities to the public in the United States, the United Kingdom, Australia, Canada or in any other jurisdiction. There will be no public offer of securities in the United States, United Kingdom, Australia, Canada or in any other jurisdiction.

All offers of Retail Offer Shares will be made pursuant to an exemption (i) under the Prospectus Regulation; and (ii) under section 86(1)(e) of the Financial Services and Markets Act 2000, as amended, from the requirement to produce a prospectus.

Recipients of this Announcement should conduct their own investigation, evaluation and analysis of the business, data and property described in this Announcement. This Announcement does not constitute a recommendation concerning any investor's options with respect to the Placing or the Retail Offer. The price and value of securities can go down as well as up. Past performance is not a guide to future performance. The contents of this Announcement are not to be construed as legal, business, financial or tax advice. Each investor or prospective investor should consult his, her or its own legal adviser, business adviser, financial adviser or tax adviser for legal, financial, business or tax advice.

Any indication in this Announcement of the price at which ordinary shares have been bought or sold in the past cannot be relied upon as a guide to future performance. No statement in this Announcement is intended as a profit forecast or estimate for any period.

The Retail Offer Shares to be issued or sold pursuant to the Retail Offer will not be admitted to trading on any stock exchange other than the London Stock Exchange.

Neither the content of the Company's website (nor any other website) nor the content of any website accessible from hyperlinks on the Company's website (nor any other website) is incorporated into or forms part of this Announcement.

This Announcement has been prepared for the purposes of complying with applicable law and regulation in the United Kingdom and the information disclosed may not be the same as that which would have been disclosed if this Announcement had been prepared in accordance with the laws and regulations of any jurisdiction outside the United Kingdom.

The information in this Announcement may not be forwarded or distributed to any other person and may not be reproduced in any manner whatsoever. Any forwarding, distribution, reproduction, or disclosure of this information in whole or in part is unauthorised. Failure to comply with this directive may result in a violation of the Securities Act or the applicable laws of other jurisdictions.

Cautionary statement regarding forward-looking statements

This Announcement contains (or may contain) certain forward-looking statements with respect to certain of the Company's current expectations and projections about future events. These statements, which sometimes use words such as "anticipate", "believe", "intend", "estimate", "expect" and words of similar meaning, reflect the directors' beliefs and expectations and involve a number of risks, uncertainties and assumptions that could cause actual results and performance to differ materially from any expected future results or performance expressed or implied by the forward-looking statement. Statements contained in this Announcement regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. The information contained in this Announcement is subject to change without notice and, subject to any obligations under the Listing Rules and the Disclosure Guidance and Transparency Rules or any other applicable law or regulation, the Company does not assume any responsibility or obligation to update publicly or review any of forward-looking statements contained herein. You should not place undue reliance on forward-looking statements, which speak only as of the date of this Announcement. No statement in this Announcement is or is intended to be a profit forecast or to imply that the earnings of the Company for the current or future financial years will necessarily match or exceed the historical or published earnings of the Company. The price of shares and the income from them may go down as well as up and investors may not get back the full amount invested on disposal of the shares.

 

END

 

 

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