Results of the Placing and PrimaryBid Offer

RNS Number : 7496D

LXI REIT PLC

01 July 2021

 

1 July 2021

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, NEW ZEALAND, CANADA, SINGAPORE, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY MEMBER STATE OF THE EEA (OTHER THAN ANY MEMBER STATE OF THE EEA WHERE THE COMPANY'S SECURITIES MAY BE LEGALLY MARKETED), OR ANY OTHER JURISDICTION WHERE SUCH DISTRIBUTION IS UNLAWFUL.

LXi REIT plc

(the "Company" or "LXi REIT")

Results of the Placing and PrimaryBid Offer

Further to the Company's announcements on 24 and 30 June 2021, the Board of LXi REIT (ticker: LXI), the specialist inflation-protected long income REIT, is pleased to announce it has raised gross proceeds of £100 million pursuant to the Placing and approximately a further £4 million of gross proceeds pursuant to the PrimaryBid Offer.

The Board, taking into account the strength of the Company's near term investment pipeline and in response to investor demand, as announced on 30 June 2021, determined to increase the size of the Placing to £100 million (from approximately £75 million), and, accordingly the Company will issue a total of 75,187,970 New Ordinary Shares in the Placing at the Issue Price of 133 pence per New Ordinary Share. In addition, the Company will issue 2,781,955 New Ordinary Shares pursuant to the PrimaryBid Offer at the Issue Price.

The Placing was significantly oversubscribed above the £100 million cap and a scaling-back exercise was therefore carried out.

Commenting on today's announcement, Stephen Hubbard, Chairman of LXi REIT plc, said:

"We are delighted by the success of this significantly oversubscribed Placing and the take up through the PrimaryBid Offer. On behalf of the Directors and the Investment Advisor, I would like to thank existing shareholders for their strong support and welcome a range of new investors to the Company. In light of the strength of investor demand and reflecting our confidence in both the depth and near-term availability of our significant pipeline of attractive investments we increased the size of the Placing to £ 100 million.

The proceeds of this fundraise will allow us to capitalise in the near-term on the significant identified pipeline of sale and leaseback and other long income, forward funding opportunities. The properties in the pipeline have been sourced in the vast majority of cases off-market and are diversified across a range of defensive and structurally supported sub-sectors and let to high-quality tenant covenants . These are expected to be accretive and further strengthen and diversify our portfolio. We look forward to updating shareholders as we execute on these attractive investment opportunities."

Applications have been made to the FCA for admission of 77,969,925 New Ordinary Shares to the premium listing segment of the Official List maintained by the FCA and to the LSE for admission to trading on the London Stock Exchange's main market for listed securities (together "Admission"). It is expected that Admission will become effective on, and that dealings for normal settlement in the New Ordinary Shares will commence on the London Stock Exchange by, 8.00 a.m. on 5 July 2021.

The New Ordinary Shares will rank pari passu in all respects with the existing Ordinary Shares, including the right to receive all dividends and other distributions declared, made or paid by reference to a record date after the date of issue. For the avoidance of doubt, investors in the Placing and the PrimaryBid Offer will not be entitled to receive the interim quarterly dividend in respect of the quarter ended 31 March 2021 of 1.46 pence per Ordinary Share, payable on 16 July 2021 to shareholders on the register at 25 June 2021. However, investors will be entitled to receive the quarterly dividend declared by the Company for the three-month period to 30 June 2021, which is expected to be declared in September 2021.

Following Admission, the total issued share capital of LXi REIT will be 699,797,541 Ordinary Shares. This figure may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.

Dealing codes

Ticker	LXI
ISIN for the Ordinary Shares	GB00BYQ46T41
SEDOL for the Ordinary Shares	BYQ46T4
Legal Entity Identifier (LEI)	2 138008YZGXOKAXQVI45

FOR FURTHER INFORMATION, PLEASE CONTACT:

LXI REIT Advisors Limited John White Simon Lee Freddie Brooks	Via Maitland/AMO
Peel Hunt LLP (Sponsor, Joint Global Co-ordinator, Joint Broker and Joint Bookrunner Luke Simpson, Liz Yong, Huw Jeremy, Tom Pocock (IBD) Alex Howe, Chris Bunstead (Sales), Al Rae, Sohail Akbar (Syndicate)	020 7418 8900
Jefferies International Limited (Joint Global Co-ordinator, Joint Broker and Joint Bookrunner) Tom Yeadon Ed Matthews	020 7029 8000 [e-mail]
Maitland/AMO (Communications Adviser) James Benjamin	07747 113 930 [e-mail]

Unless otherwise defined, capitalised terms used in this announcement shall have the same meaning as set out in the prospectus published by the Company on 18 February 2021, as supplemented by the supplementary prospectus published by the Company on 23 June 2021 (together, the "Prospectus").

Notes:

LXI REIT plc invests in UK commercial property assets let, or pre-let, on long-term, triple-net, inflation-linked leases to a wide range of strong tenant covenants across a diverse range of robust property sectors.

The Company aims to provide shareholders with an attractive return, in the form of quarterly income distributions and with the potential for capital and income growth from key strategies which include indexed rental uplifts, pre-let forward fundings, sale and leasebacks, and off-market, value driven acquisitions and sales.

The Company is targeting an annual dividend of 6.0 pence per Ordinary Share for the 12-months commencing 1 April 2021 ⁽¹⁾ and has delivered an average total NAV return of 11 per cent. per annum since IPO to the estimated unaudited net asset value as at 1 June 2021. The Group's medium-term total return target is a minimum of 8 per cent. per annum⁽¹⁾.

The Company, a real estate investment trust ("REIT") incorporated in England and Wales, is listed on the premium listing segment of the Official List of the Financial Conduct Authority and was admitted to trading on the main market for listed securities of the London Stock Exchange in February 2017.

The Company is a constituent of the FTSE 250, FTSE EPRA/NAREIT and MSCI indices. 

Further information on the Company is available at www.lxireit.com .

References:

(1)  These are guidance levels or targets only and not a profit forecast. In setting this target the Board has applied sensitivities to contracted rental income that reflect the possible impact of the COVID-19 pandemic and assessed the effect of such sensitivities on the net earnings and liquidity of the Group. The target assumes that future rent collection is not materially lower than that achieved so far throughout the pandemic and the Board reserves the right to withdraw or amend guidance in the event that rent collection materially worsens. There can be no assurance that this target will be met and it should not be taken as an indication of the Group's expected future results which may be impacted by events or circumstances existing or arising after the date that the Annual Dividend Target was announced.

Important Information

This announcement does not constitute, and may not be construed as, an offer to sell or an invitation or recommendation to purchase, sell or subscribe for any securities or investments of any description, or a recommendation regarding the issue or the provision of investment advice by any party.

Neither the content of the Company's website, nor the content on any website accessible from hyperlinks on its website for any other website, is incorporated into, or forms part of, this announcement nor, unless previously published by means of an RIS announcement, should any such content be relied upon in reaching a decision as to whether or not to acquire, continue to hold, or dispose of, securities in the Company. This announcement does not constitute, and may not be construed as, an offer to sell or an invitation to purchase investments of any description or a recommendation regarding the issue or the provision of investment advice by any party. No information set out in this announcement is intended to form the basis of any contract of sale, investment decision or any decision to purchase shares in the Company.

This announcement is not for release, publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia, collectively, the "United States"). This announcement is not an offer of securities for sale in or into the United States. The New Ordinary Shares have not been, and will not be, registered under the US Securities Act of 1933, as amended (the "US Securities Act"), or with any securities regulatory authority of any state or other jurisdiction of the United States, and may not be offered or sold into or within the United States, absent registration under, or except pursuant to an exemption from the registration requirements of, the US Securities Act, and in compliance with any applicable securities laws of any state or other jurisdiction in the United States. No public offering of securities is being made in the United States.

In addition the Company has not been and will not be registered under the US Investment Company Act of 1940, as amended.

Further, this announcement is not for release, publication or distribution into Australia, New Zealand, Canada, Singapore, the Republic of South Africa, Japan or any member state of the EEA (other than any member state of the EEA where the Company's securities may be lawfully marketed) or any other jurisdiction where such distribution is unlawful.

The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. Each of Peel Hunt LLP ("Peel Hunt") and Jefferies International Limited ("Jefferies"), both of which are authorised and regulated in the United Kingdom by the FCA, are acting exclusively for the Company and for no-one else and will not regard any other person (whether or not a recipient of this announcement or the Prospectus) as its client in relation to the Placing, the Share Issuance Programme and the other arrangements referred to in the Prospectus and will not be responsible to anyone other than the Company for providing the protections afforded to its clients, nor for providing advice in connection with the Placing, the Share Issuance Programme, any Admission and the other arrangements referred to in this announcement and in the Prospectus.

The value of shares and the income from them is not guaranteed and can fall as well as rise due to stock market and currency movements.  When you sell your investment you may get back less than you originally invested. Figures refer to past performance and past performance is not a reliable indicator of future results. Returns may increase or decrease as a result of currency fluctuations.

This announcement contains forward looking statements, including, without limitation, statements including the words "believes", "estimates", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology. Such forward looking statements involve unknown risks, uncertainties and other factors which may cause the actual results, financial condition, performance or achievements of the Company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.

These forward-looking statements speak only as at the date of this announcement and cannot be relied upon as a guide to future performance. The Company, the Investment Advisor, the AIFM, Peel Hunt and Jefferies expressly disclaim any obligation or undertaking to update or revise any forward-looking statements contained herein to reflect actual results or any change in the assumptions, conditions or circumstances on which any such statements are based unless required to do so by the Financial Services and Markets Act 2000, the Prospectus Regulation Rules of the Financial Conduct Authority, the UK Market Abuse Regulation or other applicable laws, regulations or rules.

The information in this announcement is for background purposes only and does not purport to be full or complete. None of Peel Hunt or Jefferies, or any of their respective affiliates, accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to this announcement, including the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of the announcement or its contents or otherwise arising in connection therewith. Peel Hunt and Jefferies, and their affiliates, accordingly disclaim all and any liability whether arising in tort, contract or otherwise which they might otherwise be found to have in respect of this announcement or its contents or otherwise arising in connection therewith.

In connection with the Placing and/or any other Subsequent Issue, Peel Hunt and/or Jefferies, and any of their affiliates, may take up a portion of the New Ordinary Shares as a principal position and in that capacity may retain, purchase, sell, offer to sell for their own accounts such New Ordinary Shares and other securities of the Company or related investments in connection with the Placing, the relevant Subsequent Issue or otherwise.  Accordingly, references in the Prospectus to the New Ordinary Shares being issued, offered, subscribed, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or subscription, acquisition, placing or dealing by, Peel Hunt and any of its affiliates and/or Jefferies and any of its affiliates acting in such capacity.  In addition Peel Hunt and/or Jefferies, and any of their affiliates may enter into financing arrangements (including swaps or contracts for differences) with investors in connection with which Peel Hunt and/or Jefferies, and any of their affiliates may from time to time acquire, hold or dispose of Ordinary Shares. Peel Hunt and Jefferies do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so.

 

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