Posting of Open Offer Circular

RNS Number : 5073T

Fastjet PLC

04 July 2018

 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN, IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, OR REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.

This announcement does not constitute a prospectus or offering memorandum or an offer in respect of any securities and is not intended to provide the basis for any investment decision in respect of fastjet Plc or other evaluation of any securities of fastjet Plc or any other entity and should not be considered as a recommendation that any investor should subscribe for or purchase any such securities.

fastjet Plc
("fastjet", the "Company" or the "Group")

4 July 2018

Posting of Open Offer Circular

fastjet, the low-cost African airline, is pleased to announce that, further to its announcement of 29 June 2018, it will today post a circular (the "Circular") to Qualifying Shareholders regarding an Open Offer of approximately £1.6 million. The Circular will also be made available today on the Company's website www.fastjet.com. 

All capitalised terms in this announcement have the same meanings as those given to them in the Circular, unless the context otherwise requires.

The Open Offer is being made to Qualifying Shareholders on the register as at the Record Date, being close of business on 3 July 2018, for up to 20,092,623 Open Offer Shares at 8 pence per Open Offer Share (being the same price as the Issue Price for the Placing) on the basis of:

1 Open Offer Share for every 26 Existing Ordinary Shares

Qualifying Shareholders are also being given the opportunity, provided that they take up their Open Offer Entitlements in full, to apply for additional Open Offer Shares through an Excess Application Facility.

Full details of the Open Offer, including terms and conditions and details on how to accept the Open Offer, are set out in the Circular, which will be posted to Qualifying Shareholders today and available on the Company's website.

Application has been made for the Open Offer Shares to be admitted to trading on the AIM Market of the London Stock Exchange ("Admission"), and it is expected that Admission will become effective and that dealings will commence in the Open Offer Shares at 8.00 a.m. on 30 July 2018.

Following the issue of the Open Offer Shares (assuming full take-up under the Open Offer), the enlarged ordinary share capital of the Company will be 637,920,676 Ordinary Shares.

EXPECTED TIMETABLE OF PRINCIPAL EVENTS

	2018
Record Date for entitlement under the Open Offer	6.00 p.m. on 3 July
Ex-Entitlement Date	4 July
Posting of this circular and, to Qualifying non-CREST shareholders only, the Application Forms	4 July
Open Offer Entitlements and Excess CREST Open Offer Entitlements credited to stock accounts in CREST of Qualifying CREST Shareholders	5 July
Latest recommended time and date for requesting withdrawal of Open Offer Entitlements and Excess CREST Open Offer Entitlements from CREST	4.30 p.m. on 20 July
Latest time for depositing Open Offer Entitlements and Excess CREST Open Offer Entitlements into CREST	3.00 p.m. on 23 July
Latest time and date for splitting Application Forms (to satisfy bona fide market claims)	3.00 p.m. on 24 July
Latest time and date for receipt of completed Application Forms and payment in full from Qualifying Shareholders under the Open Offer or settlement of relevant CREST instruction (as appropriate)	11.00 a.m. on 26 July
Open Offer Admission effective and dealings in the Open Offer Shares expected to commence on AIM	8.00 a.m. on 30 July
Expected date for crediting of the Open Offer Shares in uncertificated form to CREST stock options	30 July
Expected date of dispatch of share certificates in respect of the Open Offer Shares	6 August

The dates set out in the Expected Timetable of Principal Events above and mentioned in the Circular may be adjusted by fastjet in which event details of the new dates will be notified via an RIS and, where appropriate, to Shareholders.

All references to time are to the time in London, England.

ENDS

 For more information, contact:

fastjet Plc	Tel: [phone]
Nico Bezuidenhout, Chief Executive Officer Michael Muller, Chief Financial Officer
UK media - Citigate Dewe Rogerson	Tel: [phone]
Angharad Couch Eleni Menikou
Toby Moore Nick Hayns
South African media	Tel: [phone]
Hein Kaiser
For investor enquiries please contact:
Liberum Capital Limited - Nominated Adviser and Broker	Tel: [phone]
Clayton Bush
Jill Li Neil Elliot Trystan Cullen

NOTES TO EDITORS

About Fastjet Plc

fastjet is a multi-award winning low-cost African airline for everyone.  It began flight operations in Tanzania in November 2012, flying passengers from Dar es Salaam to just two domestic destinations - Kilimanjaro and Mwanza. Today, fastjet's route network includes Tanzanian domestic routes from its Dar es Salaam base to Kilimanjaro, Mbeya, and Mwanza, and international routes from Tanzania to Lusaka in Zambia and Harare in Zimbabwe. fastjet also began flight operations from its Zimbabwe base in October 2015, and now flies domestically from Harare to Victoria Falls, Harare to Dar es Salaam and internationally from both Harare and Victoria Falls to Johannesburg in South Africa.  fastjet launched flights in Mozambique in November 2017 through a brand license agreement with Solenta Aviation Mozambique and offers a 4-city network of services within the country. The airline has flown over 2.5 million passengers with an impressive aggregate 94% on-time performance, establishing itself as a punctual, reliable, and affordable low-cost carrier.

IMPORTANT INFORMATION

This Announcement contains (or may contain) certain forward-looking statements with respect to certain of the Company's plans and its current goals and expectations relating to its future financial condition and performance and which involve a number of risks and uncertainties. The Company cautions readers that no forward-looking statement is a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking statements. These forward-looking statements can be identified by the fact that they do not relate only to historical or current facts. Forward-looking statements sometimes use words such as "aim", "anticipate", "target", "expect", "estimate", "intend", "plan", "goal", "believe", or other words of similar meaning. By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances, including, but not limited to, economic and business conditions, the effects of continued volatility in credit markets, market-related risks such as changes in the price of commodities or changes in interest rates and foreign exchange rates, the policies and actions of governmental and regulatory authorities, changes in legislation, the further development of standards and interpretations under International Financial Reporting Standards (IFRS) applicable to past, current and future periods, evolving practices with regard to the interpretation and application of standards under IFRS, the outcome of pending and future litigation or regulatory investigations, the success of future explorations, acquisitions and other strategic transactions and the impact of competition. A number of these factors are beyond the Company's control. As a result, the Company's actual future results may differ materially from the plans, goals, and expectations set forth in the Company's forward-looking statements. Any forward-looking statements made in this Announcement by or on behalf of the Company speak only as of the date they are made. Except as required by the Financial Conduct Authority (the FCA), the London Stock Exchange or applicable law, the Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained in this Announcement to reflect any changes in the Company's expectations with regard thereto or any changes in events, conditions or circumstances on which any such statement is based.

This Announcement is for information purposes only and shall not constitute an offer to buy, sell, issue, or subscribe for, or the solicitation of an offer to buy, sell, issue, or subscribe for any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

This Announcement has been issued by and is the sole responsibility of the Company. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Liberum Capital Limited or by any of its affiliates or agents as to, or in relation to, the accuracy or completeness of this Announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefore is expressly disclaimed.

Liberum Capital Limited, which is authorised and regulated in the United Kingdom by the FCA, is acting for the Company and for no-one else in connection with the Capital Raising, and will not be responsible to anyone other than the Company for providing the protections afforded to its customers or for providing advice to any other person in relation to the Capital Raising or any other matter referred to herein.

The distribution of this Announcement and the offering of the Open Offer Shares in certain jurisdictions may be restricted by law. No action has been taken by the Company or Liberum Capital Limited that would permit an offering of such shares or possession or distribution of this Announcement or any other offering or publicity material relating to such shares in any jurisdiction where action for that purpose is required. Persons into whose possession this Announcement comes are required by the Company and Liberum Capital Limited to inform themselves about, and to observe such restrictions.

Persons (including, without limitation, nominees and trustees) who have a contractual or other legal obligation to forward a copy of the Appendix or this Announcement should seek appropriate advice before taking any action.

The Placing Shares to which this Announcement relates may be illiquid and / or subject to restrictions on their resale. Prospective purchasers of the Open Offer Shares should conduct their own due diligence on the Open Offer Shares. If you do not understand the contents of this Announcement you should consult an authorised financial adviser.

Neither the content of the Company's website nor any website accessible by hyperlinks on the Company's website is incorporated in, or forms part of, this Announcement.

 

END

 

 

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