NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA OR JAPAN.
This announcement does not constitute, or form a part of, any offer or invitation to sell, allot or issue, or any solicitation of any offer to purchase or subscribe for, any securities, nor shall it (or any part of it) or the fact of its release, publication or distribution, form the basis of, or be relied upon in connection with, any contract or commitment for securities in any jurisdiction. Any such purchase or subscription must be made only on the basis of the information contained in the final admission document ("Admission Document") dated 4 October 2010 in connection with the admission of the ordinary shares of no par value in the capital of SKIL Ports & Logistics Limited to trading on AIM, a market operated by London Stock Exchange plc which may be different from the information contained in this announcement and contains additional information.
SKIL Ports & Logistics Limited
("SPL" or the "Company")
Admission to AIM and First Day of Trading
SKIL Ports & Logistics Limited ("SPL"), a new holding company established to develop, own and operate port and logistics facilities in India, is pleased to announce its admission to trading on AIM and commencement of dealings of its ordinary shares of no par value ("Ordinary Shares"), under the ticker symbol SPL.LN, at 0800 BST this morning.
SPL is also pleased to announce that it has raised £76 million of new capital by way of a placing of 30,400,000 new Ordinary Shares (the "Placing Shares") at 250 pence per Ordinary Share (the "Placing Price"), the net proceeds of which will be used towards funding the equity requirement of a new port and logistics facility and to provide working capital for the Group as it develops its Project and future operations. The Company has a market capitalisation of £110 million based on the Placing Price.
Nikhil Gandhi, Chairman of SPL, said:
"This is an exciting day as we launch our new company and look to begin building one of India's most modern and efficient port and logistics complexes near the heart of India's business capital, Mumbai. SKIL Ports & Logistics will help to meet the significant demands of India's port and logistics industry and stands to benefit from the significant, ongoing growth of India, its economy and its logistics industry. SPL has an attractive pipeline of potential development opportunities in the Port and Logistics sector."
Pavan Bakhshi, Managing Director of SPL, said:
"We are pleased with the investor reception to our offering and the resulting blue chip investor base. This listing provides SPL with the funding needed to begin building what we aim to make one of India's largest private port and logistics operators. We are pleased to have attracted a highly talented and experienced board to complement SPL's management."
SPL Background
SPL's initial development will be the creation of a modern and efficient port and logistics facility, near Navi Mumbai on the west coast of India.
Strong and growing Indian ports industry:
· India's ports are characterised by considerable congestion with ports handling 95% of Indian trade (by volume) and many are currently running at over 100% capacity;
· Since 2000 total port traffic in India has increased from around 280 MT to over 550 MT per annum; and
· Logistics industry in India is expected to grow at a compound annual growth rate of 9.9%, reaching revenues of approximately $120 billion in 2014.
Proven track record of Chairman Mr Nikhil Gandhi SKIL Infrastructure Limited and its subsidiaries (the "SKIL Group"):
· Mr Gandhi and SKIL Group constructed Pipavav Port, India's first privatised port;
· Mr Gandhi and SKIL Group led the conception and development of Pipavav Shipyard Limited which was listed on the Bombay Stock Exchange and the National Stock Exchange in India in October 2009 and has a current market capitalisation of approximately $1.5 billion; and
· The SKIL Group was also responsible for the development and construction of the Pipavav Railway, the Pipavav Expressways and initially led the conceptualisation and development of the Mumbai Special Economic Zone.
Experienced board and management team:
· Nikhil Gandhi (Chairman) is a first-generation entrepreneur with over 25 years of experience identifying and promoting greenfield infrastructure projects in India:
· Pavan Bakhshi (Managing Director) joined SKIL Group from Askar Capital where he was MD and head of Indian operations. Prior to that Pavan was at Bear Stearns & Co. Inc. in its Strategic Finance Group working in both New York and London, where he was responsible for the firms equity capital markets business for Europe and Asia:
· Jigar Shah (Interim Finance Director) joined the SKIL Group in 1998 and is the President of Finance within the SKIL Group. He is a qualified chartered accountant and Indian resident. Jigar has been directly involved in a number of the SKIL Group's major infrastructure projects, including Pipavav Port, Pipavav Railway and Pipavav Shipyard;
· Peter Jones (Non-Executive Director) is Chief Executive of Associated British Ports Limited, the leading company in the UK ports industry; and
· James Sutcliffe (Non-Executive Director)has more than 30 years experience in the shipping and port industry and is chairman of UK Trade & Investment's (UKTI) Ports Advisory Group advising the UK government and marine industry on international port developments.
Cenkos Securities plc is Nominated Advisor and Broker for the proposed admission of the ordinary shares in SPL. Dahlman Rose & Company, LLC is Exclusive US Placement Agent.
Information pursuant to AIM Rule 26 can be found at the Company's website: www.skilpl.com.
- Ends -
Contacts
SKIL Ports & Logistics Limited
|
Pavan Bakhshi Tel No: + 44 (0) 7956 209 433 www.skilpl.com
|
Cenkos Securities plc |
Stephen Keys / Camilla Hume Tel No: +44 (0) 20 7397 8900
|
Brunswick |
Kate Holgate/Wendel Verbeek Tel No: + 44 (0) 20 7404 5959 |
Important Notice
The contents of this announcement have been approved for purposes of section 21 of the Financial Services and Markets Act 2000 (as amended) (''FSMA'') by Cenkos Securities plc ("Cenkos"). Cenkos is authorised and regulated in the UK by the Financial Services Authority in respect of regulated activities, is acting for the Company and no-one else in connection with the matters described in this announcement and will not be responsible to anyone other than the Company for providing the protections afforded to its clients, nor for advising them on the contents of this announcement or any matter referred to herein.
Dahlman Rose & Company, LLC ("Dahlman Rose") is acting for the Company and no-one else in connection with the matters described in this announcement, will not be responsible to anyone other than the Company for providing the protections afforded to its clients, nor for advising them on the contents of this announcement or any matter referred to herein.
Any prospective investor involved in investing in the Company is recommended to seek independent financial and legal advice. The responsibilities of Cenkos as the Company's nominated adviser under the AIM Rules for Nominated Advisers will be owed solely to London Stock Exchange plc and not to the Company, to any of its directors or to any other person in respect of a decision to subscribe for or acquire Ordinary Shares in reliance on the Admission Document.
This announcement does not constitute, or form a part of, any offer or invitation to sell, allot or issue, or any solicitation of any offer to purchase or subscribe for, any securities, nor shall it (or any part of it) or the fact of its release, publication or distribution, form the basis of, or be relied upon in connection with, any contract or commitment for securities in any jurisdiction. Any such purchase or subscription must be made only on the basis of the information contained in the Admission Document, which may be different from the information contained in this announcement and will contain additional information.
The Ordinary Shares have not been and will not be registered under the applicable securities legislation of any province or territory of Australia, the Republic of South Africa or Japan. Accordingly, subject to certain exceptions, the Placing Shares may not be offered or sold, directly or indirectly, in or into Australia, South Africa or Japan or to any national, resident or citizen of Australia, the Republic of South Africa or Japan. The distribution of this announcement outside the United Kingdom may be restricted by law and therefore persons outside the United Kingdom into whose possession this announcement comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities law of any such jurisdiction.
The Ordinary Shares have not and will not be qualified for sale to the public under the Canadian securities laws, and accordingly any offer and sale in Canada will be made on a basis which is exempt from the prospectus requirements of applicable securities laws.
The Ordinary Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the ''US Securities Act''), or any state securities laws in the United States and may not be offered or sold within the United States except pursuant to an exemption from the registration requirements of the US Securities Act and in accordance with applicable US state securities laws. Accordingly, the Placing Shares are being offered and sold only (1) in the United States to ''qualified institutional buyers'' (''QIBs'') as defined in Rule 144A (''Rule 144A'') under the US Securities Act in transactions exempt from the registration requirements of the US Securities Act and in accordance with applicable US state securities laws, and (2) outside the United States in compliance with Regulation S (''Regulation S'') under the US Securities Act and the applicable laws of each jurisdiction where those offers and sales occur.
Forward-looking Statements
This announcement contains forward looking statements relating to the Company's future prospects, developments and strategies, which have been made after due and careful enquiry and are based on the SPL directors' current expectations and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. Forward-looking statements are identified by their use of terms and phrases such as ''project'', ''expect'', ''potential'', ''believe'', ''could'', ''envisage'', ''estimate'', ''intend'', ''may'', ''plan'', ''will'' or the negative of those, variations or comparable expressions, including references to assumptions. These forward-looking statements are subject to, inter alia, the risk factors described in Part 3 of the Admission Document. The SPL directors believe that the expectations reflected in these statements are reasonable, but may be affected by a number of variables which could cause actual results or trends to differ materially. Each forward-looking statement speaks only as of the date of the particular statement.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA OR JAPAN.