Placing Update

RNS Number : 6763S

Playtech Limited

23 November 2011

 



THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, BY ANY MEANS OR MEDIA, IN OR INTO OR FROM THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA, OR JAPAN OR ANY OTHER JURISDICTION IN WHICH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL

The Placing Shares have not been and will not be registered under the United States Securities Act of 1933 (the "Securities Act"), as amended or under the securities laws of any state or other jurisdiction of the United States and may not be offered, sold, resold or delivered, directly or indirectly, in or into the United States absent registration except pursuant to an exemption from or in a transaction not subject to the registration requirements of the Securities Act. No public offering of the Placing Shares is being made in the United States. The Placing is being made outside the United States in offshore transactions (as defined in Regulation S under the Securities Act ("Regulation S")) meeting the requirements of Regulation S under the Securities Act and may be made within the United States to institutional investors who are qualified institutional buyers within the meaning of Rule 144A under the Securities Act ("QIBs"), in transactions that are exempt from, or not subject to, the registration requirements under the Securities Act. Persons receiving this document (including custodians, nominees and trustees) must not forward, distribute, mail or otherwise transmit it in or into the United States or use the United States mails, directly or indirectly, in connection with the Placing.

This document is only addressed to and is only directed at persons in member states of the European Economic Area (the "EEA") who are "qualified investors" within the meaning of Article 2.1 of the Prospectus Directive (Directive 2003/71/EC).  In addition, in the United Kingdom, these materials are directed solely at persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (ii) are persons falling within Article 49(2)(a) to (d) of the Order and other persons to whom it may lawfully be communicated (all such persons together being referred to as "relevant persons"). These materials are addressed only to, and directed only at, relevant persons and qualified investors and must not be acted on or relied upon (a) in the United Kingdom, by  persons who are not relevant persons or (b) in any member state of the EEA other than the United Kingdom, by qualified investors.  Any investment or investment activity to which these materials relate is available only to, and will be engaged in only with, relevant persons in the United Kingdom and qualified investors in any member state of the EEA other than the United Kingdom.

Playtech Limited

Placing Update

Summary

·      Earlier today, Playtech announced a fully underwritten, conditional, firm placing of 46,511,627 Placing Shares at 215 pence per share, to raise gross proceeds of £100 million

·      Of the 27,756,041 Placing Shares which the Company announced may be made available for placing to institutional investors, a total of 18,132,512 Placing Shares have been allocated to institutional investors as a result of demand during the course of today

·      The balance of 9,623,529 Placing Shares not allocated to institutional investors have been conditionally placed with Brickington pursuant to its underwriting obligations, resulting in Brickington subscribing for a total of 28,379,115 Placing Shares.  Following Admission, Brickington's holding in Playtech will increase to 43.7 per cent. of the Enlarged Issued Shares

·      Brickington's underwriting obligations in relation to the Placing Shares will continue to be in effect until Admission, which is expected to occur on or about 21 December 2011

·      The Placing remains conditional on, amongst other things, Shareholders' approval of the Resolutions at the General Meeting of the Company, to be held at 12 noon on 19 December 2011 at The Sefton Hotel, Harris Promenade, Douglas, Isle of Man IM1 2RW

Further information

Playtech Limited Mor Weizer, Chief Executive Officer c/o Bell Pottinger	Tel: [phone]
Collins Stewart Europe Limited Piers Coombs Bruce Garrow Adam Miller	Tel: [phone]
Pelham Bell Pottinger David Rydell Olly Scott	Tel: [phone]

All defined terms within this announcement hold the same meaning as those in the initial announcement of the Placing, released to the market this morning.

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, the Republic of South Africa, or Japan 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 South Africa.

Neither the 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 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, the Republic of South Africa, or Japan or their respective territories or possessions. This announcement is for marketing purposes only and is not an admission document and investors should not purchase or subscribe for any Ordinary Shares or Placing Shares referred to in this announcement except on the basis of information in the Admission Document to be published by the Company in due course.

 

END

 

 

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