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 Rump Placing
Following the announcement by Workspace Group PLC ("Workspace", or the "Company") earlier today regarding valid acceptances under the fully underwritten 1 for 4 Rights Issue announced on 7 July 2011, Workspace now announces that Espirito Santo Investment Bank ("BESI") and Investec have procured subscribers in respect of the 6,435,254 remaining New Ordinary Shares for which valid acceptances were not received, at a price of 28 pence per New Ordinary Share.
Accordingly, the Joint Underwriters and sub-underwriters will not be required to acquire any New Ordinary Shares.
The net proceeds from the sale of these shares, after deduction 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), will be paid (without interest) to Shareholders that have not taken up their entitlements pro rata to their lapsed provisional allotments, save that no payment will be made of amounts less of than £3.00, which amounts will be aggregated and will ultimately accrue to the benefit of the Company.
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.
For further information, please contact:
Workspace Group PLC |
Tel: +44 (0)20 7369 2273 |
Harry Platt, Chief Executive Graham Clemett, Finance Director |
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Rothschild (Financial Adviser and Sponsor) |
Tel: +44 (0)20 7280 5000 |
Alex Midgen Richard Blackwell |
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BESI (Joint Bookrunner, Broker and Underwriter) |
Tel: +44 (0)20 7456 9191 |
Peter Tracey Richard Crawley |
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Investec (Joint Bookrunner, Broker and Underwriter) |
Tel: +44 (0)20 7597 5970 |
Keith Anderson David Anderson |
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City Profile |
Tel: +44 (0)20 7448 3244 |
Jonathan Gillen Simon Courtenay |
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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.