17 June 2008
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, THE REPUBLIC OF IRELAND OR THE REPUBLIC OF SOUTH AFRICA
Playtech Limited
Placing by Collins Stewart
of 21,620,946 Placing Shares at 520p per share
|
Playtech is pleased to announce the successful completion of the placing announced earlier today (the 'Placing'). |
|
A total of 21,620,946 new ordinary shares of nil par value each (the 'Placing Shares') issued by Playtech Limited have been placed with institutions at a price of 520p per Placing Share. Based on the placing price, the gross proceeds are £112 million, which are to be utilised to finance acquisition opportunities. |
|
The Placing Shares being issued represent approximately 9.9 per cent. of the Company's issued share capital immediately prior to the Placing |
|
The Placing Shares will, when issued, be issued credited as fully paid and will rank pari passu in all respects with the existing ordinary shares of Playtech Limited, including the right to receive all dividends and other distributions declared, made or paid after the date of issue. |
|
Application will be made to the London Stock Exchange for the Placing Shares to be admitted to trading on AIM. Subject to, inter alia, Admission, it is expected that dealings in the Placing Shares will commence on 23 June 2008. |
|
|
Enquiries:
Playtech Limited Mor Weizer, Chief Executive C/o Bell Bottinger |
Tel: +44 (0) 20 7861 3232 |
Collins Stewart Europe Limited Tim Mickley Piers Coombs (Syndicate) |
Tel: +44 (0) 20 7523 8350 +44(0) 207 523 8338 |
Bell Pottinger Corporate & Financial David Rydell |
Tel: +44 (0) 20 7861 3232 |
Collins Stewart Europe Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting as nominated adviser and broker to the Company in relation to the Placing and Admission and is not acting for any other persons in relation to the Placing and Admission. Collins Stewart Europe Limited will not be responsible to anyone other than the Company for providing the protections afforded to clients of Collins Stewart Europe Limited, or for providing advice in relation to the contents of this announcement or any matter referred to in it.
This announcement does not constitute or form part of any offer to sell or issue or the solicitation of any offer to buy or subscribe for Ordinary Shares in any jurisdiction in which such offer or solicitation is unlawful. Accordingly, copies of this announcement are not being and must not be mailed or otherwise distributed or sent, directly or indirectly, in or into or from the United States, Canada, Australia, Japan, the Republic of Ireland or the Republic of South Africa and any person receiving this announcement (including custodians, nominees and trustees) must not distribute or send it in or into or from the United States, Canada, Australia, Japan or the Republic of Ireland or the Republic of South Africa.
Neither the Existing Ordinary Shares nor the Placing Shares have been, or will be, registered under the United States Securities Act of 1933 (as amended) (the 'Securities Act'), or under the securities laws of any state of the United States and may not be offered or sold in the United States or to a U.S. person unless they are registered under the Securities Act or an exemption from such registration is available. The Company does not intend to register any portion of the Placing in the United States or to conduct a public offering of securities in the United States. In addition, the Company has not been and will not be registered as an investment company under the US Investment Company Act of 1940, as amended and investors will not be entitled to the benefits of such Act.
The Placing Shares will be offered and sold outside United States in reliance on Regulation S and will be offered and sold within the United States in private placement transactions exempt from the registration requirements of the Securities Act and such laws. The Placing Shares will be subject to restrictions on transferability and resale in the United States and may not be transferred or resold except pursuant to an effective registration statement under the Securities Act or pursuant to an available exemption from the registration requirements of the Securities Act, and in accordance with all applicable state securities laws.
The Placing Shares will be offered and sold in the United States only to 'Accredited Investors', as defined in Rule 501(A) under the Securities Act who are also ' qualified institutional buyers', as defined in Rule 144A (7) (a)(1) in private sales exempt from the registration requirements of the Securities Act and any other applicable securities laws.
Neither the Existing Ordinary Shares nor the Placing Shares have been, or will be, registered under the securities laws of any province or territory of Canada, Australia, Japan, the Republic of Ireland or the Republic of South Africa. Subject to certain exceptions, the Placing Shares may not, directly or indirectly, be offered, sold, taken up or delivered in or into or from the United States, Canada, Australia, Japan, the Republic of Ireland or the Republic of South Africa or their respective territories or possessions. .
EXPECTED TIMETABLE OF PRINCIPAL EVENTS |
||
|
2008 |
|
|
|
|
Admission of the Placing Shares to AIM |
23 June |
|
|
|
|
CREST stock accounts credited for Placing Shares |
23 June |
|
|
|
|
Definitive share certificates for Placing Shares despatched by (as applicable) |
7 July |
|
PLACING STATISTICS |
||
Placing Price |
520p |
|
|
|
|
Number of Ordinary Shares in issue at the date of this document |
216,574,914 |
|
|
|
|
Number of new Ordinary Shares the subject of the Placing |
21,620,946 |
|
|
|
|
Number of Ordinary Shares in issue following Admission |
238,195,860* |
|
|
|
|
Estimated gross proceeds of the Placing |
£112m |
|
|
|
* assuming no outstanding options over Ordinary Shares are issued prior to Admission