Convertible Bonds Update
Rank Group PLC
09 January 2004
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION INTO OR IN THE UNITED STATES,
AUSTRALIA, CANADA, ITALY OR JAPAN OR TO US, AUSTRALIAN, CANADIAN, ITALIAN OR
JAPANESE PERSONS. THIS RELEASE IS FOR INFORMATION PURPOSES ONLY AND DOES NOT
CONSTITUTE AN OFFER OR AN ADVERTISEMENT OF AN OFFER OF SECURITIES IN THE UNITED
STATES OR IN ANY OTHER JURISDICTION.
9 January 2004
The Rank Group Plc
Convertible Bond Offering - Exercise of the Managers' Option
Further to the announcements made on 3 December 2003 regarding the offering by
The Rank Group Plc ('Rank') of £150 million Convertible Bonds due 2009 (the
'Bonds'), Rank announces that the Joint Lead Managers have exercised the option
to subscribe for additional Bonds with an aggregate principal amount of £17.7
million (the 'Option').
The exercise of the Option increases the size of the offering to £167.7 million.
The Bonds will be issued by Rank and will, subject to the terms and conditions
of the Bonds, be convertible into a maximum of 44,559,511 new Rank ordinary
shares ('Shares') at the initial conversion price (representing approximately
7.5% of Rank's current issued ordinary share capital).
As announced on 3 December 2003, the Bonds will be issued at 100% of their
principal amount. The coupon on the Bonds will be 3.875% per annum payable
semi-annually in arrear and the initial conversion price will be 376.4p, a
premium of 31% to the reference price of Rank's Shares. Admission to the
Official List of the UK Listing Authority and to trading on the London Stock
Exchange's market for listed securities and settlement is expected on or about
20 January 2004.
Deutsche Bank and JPMorgan are Joint Lead Managers. Deutsche Bank is acting as
stabilisation manager.
Enquiries:
The Rank Group Plc Tel: 020 7706 1111
Samantha Wren, Director of Group Treasury
Deutsche Bank Tel: 020 7545 8000
Martin Fisch
Phil Cowdy
JPMorgan Tel: 020 7325 1000
Viswas Raghavan
John Lydon
Press Enquiries:
The Maitland Consultancy Tel: 020 7379 5151
Angus Maitland
Suzanne Bartch
Any investment decision in respect of the Bonds should be based on the listing
particulars to be published by Rank in due course. Members of the general public
are not eligible to take part in the Bond offering. In the United Kingdom, the
promotion of this offering is restricted by Section 21 of the Financial Services
and Markets Act 2000 ('FSMA'). This announcement, in so far as it constitutes an
invitation or inducement to participate in the Bond offering, is directed
exclusively at (a) persons who have professional experience in matters relating
to investments who fall within Article 19(5) (Investment Professionals) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2001 (as
amended) ('the Order') or (b) are persons falling within Article 49(2)(a) to (d)
(high net worth companies, unincorporated associations etc) of the Order or (c)
other persons to whom it may be directed without contravention of Section 21 of
FSMA (all such persons together being referred to as 'relevant persons'). This
announcement, in so far as it constitutes an invitation or inducement to
participate in the offering, must not be acted on or relied on by persons who
are not relevant persons. Any investment or investment activity to which this
communication relations is available only to relevant persons and will be
engaged in only with relevant persons.
Stabilisation / FSA
Neither the Bonds nor the Shares have been, or will be, registered under the US
Securities Act of 1933, as amended (the 'US Securities Act') and neither the
Bonds nor the Shares may be offered or sold within the United States or to US
persons (as defined in Regulation S under the US Securities Act ('Regulation
S')), except pursuant to an exemption from, or in a transaction not subject to,
registration under the US Securities Act of 1933. There will be no public offer
of the Bonds or the Shares to be issued on conversion of the Bonds in the United
States.
This release does not constitute an offer of securities for sale in the United
States, Canada, Australia, Italy or Japan.
Neither this announcement nor any copy of it is for distribution, directly or
indirectly, in or into the United States or to any US person (as defined in
Regulation S) or into Canada, Australia, Italy or Japan. Any failure to comply
with this restriction may constitute a violation of United States, Canadian,
Australian, Italian or Japanese securities laws.
This information is provided by RNS
The company news service from the London Stock Exchange