Re Placing of Shares
FOR IMMEDIATE RELEASE 11 March 2004
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN, OR INTO, THE UNITED STATES,
CANADA, AUSTRALIA, JAPAN OR THE REPUBLIC OF IRELAND
CHEMRING GROUP PLC
PLACING TO RAISE UP TO £5.9 MILLION
The Board of Chemring Group PLC ('Chemring' or 'the Company') is pleased to
announce that it has made arrangements to place up to 1,371,780 new ordinary
shares of nominal value of 5p each ('the Placing Shares') at a price of 430
pence per share ('the Placing'). The Placing Shares, which represent
approximately 4.99% of the existing issued share capital, are being placed with
institutional investors by Investec. The proceeds to be raised from the Placing
amount to a maximum of approximately £5.9 million (before expenses).
Chemring's UK and US countermeasures businesses have seen further expansion
this year, with unaudited sales of £22.2 million in the first four months of
the current financial year, up 37% compared with the same period last year. As
announced recently, orders in excess of $30 million (£16 million) have been
received by Alloy Surfaces Company, Inc. (one of Chemring's US subsidiaries)
for delivery over the next two years. These unbudgeted orders include a $25
million contract to supply the US Department of Defense with special material
infra-red decoys, which is the largest single contract ever placed with Alloy
Surfaces. The order book for Chemring's countermeasures businesses now stands
at £84 million, up 10% since the year end.
The net proceeds of the Placing will be used to fund the capital investment and
increase in working capital requirements arising from the expansion of
Chemring's countermeasures businesses, and to reduce borrowing. In particular,
the Company expects to invest $3-4 million in additional production capacity at
Alloy Surfaces.
As reported in the Company's financial statements for the year ended 31 October
2003, Chemring's insurance brokers have been continuing negotiations with Royal
and Sun Alliance ('RSA') with regard to its insurance claim. Whilst the quantum
of Chemring's claim has the full support of its brokers and retained insurance
consultants, RSA has yet to significantly change its negotiating position and
settlement is not considered to be imminent. Chemring, through its brokers,
will continue to pursue resolution of the claim. However, if an acceptable
negotiated settlement is not reached in the near future, the litigation will
proceed to Court in Tennessee.
Application will be made to the Official List of the UK Listing Authority and
to the London Stock Exchange for the admission of the Placing Shares to the
Official List and to trading on the London Stock Exchange's market for listed
securities ('Admission'). It is expected that Admission will take place on 16
March 2004. The Placing Shares will be issued and credited as fully paid and
will, on Admission, rank pari passu with the existing ordinary share capital of
Chemring, including the right to receive the final dividend of 4.85p per
ordinary share in respect of the financial year ended 31 October 2003.
For further information:
Chemring Group PLC
David Evans, Chief Executive
Paul Rayner, Finance Director
01489 881880
Investec Investment Banking
Keith Anderson
020 7597 5970
CardewChancery
Jonathan Rooper
0207 930 0777
Editors' notes:
Chemring designs and manufactures a range of countermeasures, military
pyrotechnics and marine safety products. For its last full year ended 31
October 2003, the Company reported profits before tax of £12.1 million (2002: £
5.4 million) on turnover of £120.5 million (2002: £96.3 million). The market
capitalisation of the Company on 10 March 2004 was £123 million.
These written materials are not for distribution in the United States, Canada,
Australia, Japan or the Republic of Ireland. The information contained herein
does not constitute an offer of securities for sale in the United States,
Canada, Australia or Japan. Securities may not be offered or sold in the United
States absent registration under the US Securities Act or an exemption
therefrom. Chemring has not and does not intend to register any of its
securities under US securities law. Accordingly, the Placing Shares may not be
offered or sold in the United States unless they are registered or exempt from
registration under applicable law or in transactions that are exempt from
registration. The Placing Shares will not be offered or sold to the public in
the United States.
Investec is acting for Chemring in connection with the Placing and no one else,
and will not be responsible to anyone other than Chemring for providing the
protections offered to clients of Investec nor for providing advice in relation
to the Placing.