Institutional Subscription and PrimaryBid Offer

RNS Number : 3775I

Myanmar Investments Intl Ltd

16 June 2017

 

Press Release

16 June 2017

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION

THIS ANNOUNCEMENT AMOUNTS TO A FINANCIAL PROMOTION FOR THE PURPOSES OF SECTION 21 OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 ("FSMA") AND HAS BEEN APPROVED BY DARWIN STRATEGIC LIMITED WHICH IS AUTHORISED AND REGULATED BY THE FINANCIAL CONDUCT AUTHORITY. PRIMARYBID LTD IS AN APPOINTED REPRESENTATIVE OF DARWIN STRATEGIC LIMITED.

Myanmar Investments International Limited

Institutional Subscription and PrimaryBid Offer

Myanmar Investments International Limited [AIM: MIL] ("MIL" or the "Company"), the Myanmar focused investment company with existing investments in the telecommunications, microfinance and pharmacy retail sectors and a well-developed pipeline of opportunities, today announces that it is undertaking an equity fundraising comprising an institutional subscription and an offer via PrimaryBid. The Company has set a fundraising targeting of between US$3 million and US$5 million before expenses.  The Company announced its strategic update on 10 April 2017 and the fundraising is taking place to support that stated strategy.

The fundraising will be undertaken by an issue of new ordinary shares of nil par value each (the "Fundraising Shares") in the capital of the Company at a price of US$1.18 per new ordinary share (the "Issue Price"), being a discount of approximately 9.2 per cent to yesterday's closing mid-price.

The fundraising is being undertaken by the Company via a direct subscription with existing shareholders, institutional investors, family offices and high net worth individuals (the "Subscription").

Additionally, it is an objective of the Company to widen its shareholder base and the Company wants to ensure that retail and other investors also get the opportunity to invest on the same terms as the Subscription.  The Company is therefore allowing PrimaryBid to undertake an offer to its clients at the Issue Price (the "Offer").

The Subscription and the Offer together comprise the fundraising (the "Fundraising").

The Company is pleased to provide private and other investors the opportunity to participate in the Fundraising by applying exclusively through the PrimaryBid.com platform under the Offer.  PrimaryBid does not charge investors any commission for this service.

The proceeds of the Fundraising will be used to fund the Company's investment pipeline in order to take advantage of a number of live investment opportunities and also for possible follow-on investments into MIL's current portfolio. It is expected that, subject to market conditions, the proceeds of the Fundraising will be deployed within six months.

All but one of the directors of the Company intend to apply for Fundraising Shares (the "Directors' Participation") and the Company has already received expressions of intent from them in excess of US$725,000.

The Directors' Participation would constitute a related party transaction pursuant to Rule 13 of the AIM Rules for Companies. William Knight, the Chairman of the Company who will not participate in the Fundraising, is considered to be an independent director for the purposes of AIM Rule 13 (the "Independent Director"). As such, the Independent Director, having consulted with Grant Thornton, the Company's nominated adviser, considers that the terms of the Directors' Participation are fair and reasonable insofar as the Company's shareholders are concerned.

Highlights 

·     Fundraising at US$1.18 per new ordinary share

·     Issue Price represents a discount of approximately 9.2 per cent to yesterday's closing mid-price

·     Original target Fundraising of US$3 million to US$5 million, though this may be increased depending on demand

·     Net proceeds of the Fundraising will be used to fund the Company's investment pipeline and also for possible follow-on investments into MIL's current portfolio

·     The Company wants to diversify its shareholder base and is therefore opening the Fundraising to individual and institutional investors exclusively on PrimaryBid.com from 4.30 p.m. on Friday 16 June 2017 to 5 p.m. on Sunday 18 June 2017. PrimaryBid Limited is acting as sole arranger for the Offer

·     Subscriptions under the Offer will be considered by the Company on a "first come, first served" basis subject to conditions

·     Any investment request over £100,000 will first require the Company's consent

·     All but one of the Directors have indicated that they will be applying for Fundraising Shares

No commission is charged to investors on applications to participate in the Offer made through PrimaryBid. It is vital to note that once an application for Fundraising Shares has been made and accepted via PrimaryBid under the Offer, an application cannot be withdrawn.

For further information on PrimaryBid.com or the procedure for applications under the Offer, visit www.PrimaryBid.com or call PrimaryBid.com on [phone]. 

The Fundraising is expected to be completed and the results of it announced on 19 June 2017.

Aung Htun, Managing Director at Myanmar Investments, commented: "We have been on the ground in Myanmar for nearly four years now and have established an attractive portfolio of assets and a strong pipeline of business opportunities. Our telecommunications tower and microfinance businesses are growing very strongly. We have just invested in a pharmacy chain and entered into an MOU in the tourism industry. This modest fundraising provides an exciting next step for the Company which will enable us to proactively pursue similar opportunities."

Further information on the Offer

The Offer is made under the exemptions against the need for a prospectus allowed under the Prospectus Rules.  As such, there is no need for publication of a prospectus pursuant to the Prospectus Rules, or for approval of the same by the Financial Conduct Authority in its capacity as the UK Listing Authority.

The Offer is open to existing shareholders and other investors subscribing via PrimaryBid.com. The Offer is made on a first come, first served basis and scale back of subscriptions (where necessary) will be made at the discretion of PrimaryBid in consultation with the Company.

The maximum investment amount under the Offer for any investor is £100,000.  Any investment request over £100,000 will first require the Company's consent.

For further details please refer to the PrimaryBid.com website at www.primarybid.com.

The terms and conditions on which the Offer is made, including the procedure for application and payment for Fundraising Shares, is available to all persons who register with PrimaryBid.com. 

The Company may, at its sole discretion, elect to increase the total number of shares available under the Fundraising.

The Fundraising Shares will be issued free of all liens, charges and encumbrances and will, when issued and fully paid, rank pari passu in all respects with the Company's existing ordinary shares.

Application will be made to the London Stock Exchange plc for the admission of the Fundraising Shares to trading on AIM ("Admission"). It is expected that Admission will occur and that dealings will commence at 8.00 a.m. on 23 June 2017 - at which time it is also expected that the Fundraising Shares will be enabled for settlement in CREST.

The Offer is not being made into any Restricted Jurisdiction or any other jurisdiction where it would be unlawful to do so.

Investors should make their own investigations into the merits of an investment in the Company.  Nothing in this announcement amounts to a recommendation to invest in the Company or amounts to investment, taxation or legal advice.

It should be noted that a subscription for Fundraising Shares and investment in the Company carries a number of risks.  Investors should consider the risk factors set out on PrimaryBid.com before making a decision to subscribe for Fundraising Shares.  Investors should take independent advice from a person experienced in advising on investment in securities such as the Fundraising Shares if they are in any doubt. 

The information contained within this RNS is considered to be inside information prior to its release as defined in Article 7 of the Market Abuse Regulation No. 596/2014 and is disclosed in accordance with the Company's obligations under Article 17 of those Regulations.

-  Ends  -

For further information please contact:

Aung Htun Managing Director Myanmar Investments International Ltd [phone] [phone] [e-mail]	Michael Dean Finance Director Myanmar Investments International Ltd [phone] [phone] [e-mail]
Nominated Adviser Philip Secrett / Jamie Barklem/ Carolyn Sansom Grant Thornton UK LLP [phone]	Broker Andrew Pinder / David Herring Alistair Roberts (Hong Kong) Investec Bank plc [phone]
PrimaryBid Limited Dave Mutton [phone]	Public Relations Julian Bosdet / Dr. Jenny Lee / Alejandra Campuzano Abchurch Communications [phone]

For more information about MIL, please visit www.myanmarinvestments.com

 

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