Result of Rights Issue

RNS Number : 1234L

Workspace Group PLC

27 July 2011

 



THE INFORMATION CONTAINED IN THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION, DISTRIBUTION OR FORWARDING, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN AND THE REPUBLIC OF SOUTH AFRICA AND SHOULD NOT BE DISTRIBUTED IN, FORWARDED TO OR TRANSMITTED IN OR INTO ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF LOCAL SECURITIES LAWS OR REGULATIONS OF SUCH JURISDICTION. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

27 July 2011

Workspace Group PLC

Result of Rights Issue

Workspace Group PLC (the "Company") announces that it has received valid acceptances in respect of 281,747,581 New Ordinary Shares, representing approximately 97.77 per cent. of the total number of New Ordinary Shares offered to Qualifying Shareholders (other than, subject to certain exemptions, Excluded Overseas Shareholders) pursuant to the fully underwritten 1 for 4 Rights Issue of 288,182,835 New Ordinary Shares at 23 pence per New Ordinary Share announced on 7 July 2011, which closed for acceptances at 11.00am on 26 July 2011.

It is expected that the New Ordinary Shares in uncertificated form will be credited to CREST accounts on 27 July 2011. Definitive share certificates in respect of New Ordinary Shares to be held in certificated form will be dispatched to shareholders by no later than 12 August 2011. It is expected that the New Ordinary Shares, fully paid, will commence trading on the London Stock Exchange's main market for listed securities at 8.00 am on 27 July 2011.

In accordance with the terms set out in Part 3 of the prospectus issued by the Company on 7 July 2011, Espirito Santo Investment Bank ("BESI") and Investec, as Joint Underwriters, will use reasonable endeavours to procure, by not later than 5.00pm on 28 July 2011, subscribers for all (or as many as possible) of the remaining 6,435,254 New Ordinary Shares for which valid acceptances were not received, provided a premium over the aggregate of the Rights Issue Price of 23 pence per New Ordinary Share and the expenses of procuring such subscribers (including any applicable brokerage and commissions and amounts in respect of VAT which are not recoverable) can be obtained. A further announcement as to the number of New Ordinary Shares for which subscribers have been procured by the Joint Underwriters will be made in due course.

For full details, please refer to the prospectus, which is available from the Company's website at www.workspacegroupplc.co.uk, provided that the prospectus is not available to Excluded Overseas Shareholders. 

Definitions used in this announcement shall have the same meaning as set out in the prospectus issued by the Company on 7 July 2011. All references to times are to London times.

For further information, please contact:

Workspace Group PLC	Tel: [phone]
Harry Platt, Chief Executive Graham Clemett, Finance Director
Rothschild (Financial Adviser and Sponsor)	Tel: [phone]
Alex Midgen Richard Blackwell
BESI (Joint Bookrunner, Broker and Underwriter)	Tel: [phone]
Peter Tracey Richard Crawley
Investec (Joint Bookrunner, Broker and Underwriter)	Tel: [phone]
Keith Anderson David Anderson
City Profile	Tel: [phone]
Jonathan Gillen Simon Courtenay

This announcement has been issued by and is the sole responsibility of Workspace Group PLC. This announcement is for information purposes only and does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to acquire, Nil Paid Rights, Fully Paid Rights or New Ordinary Shares or to take up any entitlements to Nil Paid Rights in any jurisdiction in which such an offer or solicitation is unlawful.

This announcement does not constitute a prospectus. Nothing in this announcement should be interpreted as a term or condition of the Rights Issue. Any decision to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any Nil Paid Rights, Fully Paid Rights and/or New Ordinary Shares must be made only on the basis of the information contained in and incorporated by reference into the prospectus. Copies of the prospectus are available from the Company's website at www.workspacegroupplc.co.uk, provided that the prospectus will not be available to Excluded Overseas Shareholders.

The Nil Paid Rights, the Fully Paid Rights, the New Ordinary Shares and the provisional allotment letters issued in connection with the Rights Issue have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "Securities Act"), or under the securities legislation of any state or territory or jurisdiction of the United States and may not be offered, sold taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, in or into the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with state securities laws. There will be no public offer of the securities mentioned herein in the United States.

Neither this announcement (including and any materials distributed in connection with this announcement) nor any part or copy of it may be transmitted into the United States territories or possessions or distributed, directly or indirectly, in the United States, its territories or possessions. Neither this announcement nor any copy of it may be taken or transmitted into Australia, Canada, Japan or the Republic of South Africa or any other such jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction or would require any registration or licensing within such jurisdiction. Any failure to comply with the above restrictions may constitute a violation of the securities laws of the United States, Australia, Canada, Japan or the Republic of South Africa.

The distribution of this announcement in other jurisdictions may be restricted by law and persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions. The Nil Paid Rights, the Fully Paid Rights and the New Ordinary Shares have not been and will not be registered under the applicable securities laws of Australia, Canada, Japan or the Republic of South Africa and, subject to certain exemptions, may not be offered or sold within Australia, Canada, Japan or the Republic of South Africa.

Rothschild, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting solely for the Company in relation to the Rights Issue and nobody else and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Rothschild nor for providing advice in relation to the Rights Issue or any other matter referred to in this announcement.

Execution Noble Limited (which conducts its UK investment banking business as Espirito Santo Investment Bank) ("BESI"), which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting solely for the Company in relation to the Rights Issue and nobody else and will not be responsible to anyone other than the Company for providing the protections afforded to clients of BESI nor for providing advice in relation to the Rights Issue or any other matter referred to in this announcement.

Investec, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting solely for the Company in relation to the Rights Issue and nobody else and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Investec nor for providing advice in relation to the Rights Issue or any other matter referred to in this announcement.

Apart from the responsibilities and liabilities, if any, which may be imposed upon Rothschild, BESI and Investec by the Financial Services and Markets Act 2000 or the regulatory regime established thereunder, each of Rothschild, BESI and Investec accepts no responsibility whatsoever and makes no representation or warranty, express or implied, concerning the contents of this announcement, including its accuracy, completeness or verification, or concerning any other statement made or purported to be made by it, or on its behalf, in connection with the Company, the New Ordinary Shares, the Nil Paid Rights, the Fully Paid Rights or the Rights Issue, and nothing in this announcement is, or shall be relied upon as, a promise or representation in this respect, whether as to the past or future. Each of Rothschild, BESI and Investec accordingly disclaims to the fullest extent permitted by law all and any responsibility and liability whether arising in tort, contract or otherwise (save as referred to herein) which it might otherwise have in respect of this announcement or any such statement.

 

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