NOT FOR PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA), AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA, SWITZERLAND, NEW ZEALAND OR THE REPUBLIC OR IRELAND OR ANY OTHER STATE OR JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL
Regional REIT Limited
("Regional REIT", the "Company")
Admission to Trading on the London Stock Exchange
Further to its announcement of 3 November 2015, Regional REIT is pleased to announce that its entire ordinary share capital of 274,217,264 ordinary shares has today been admitted to the premium listing segment of the Official List of the UK Listing Authority and to trading on the London Stock Exchange's main market for listed securities under the ticker "RGL".
Enquiries: |
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Regional REIT Limited |
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Press enquiries through Headland or email media@regionalreit.com |
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London & Scottish Investments |
Tel: +44 (0) 141 248 4155 |
Asset manager to the Company |
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Stephen Inglis |
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Derek McDonald |
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Toscafund Asset Management |
Tel: +44 (0) 20 7845 6100 |
Investment manager to the Company |
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Nigel Gliksten |
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Peel Hunt |
Tel: +44 (0) 20 7418 8900 |
Sponsor, financial adviser, broker |
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Capel Irwin |
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Hugh Preston |
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Al Rae |
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Headland |
Tel: +44 (0)20 7367 5222 |
Financial PR |
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Francesca Tuckett Howard Lee |
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Important notices
This announcement does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any ordinary shares or other securities to any person in the United States or any other jurisdiction, nor shall it (or any part of it) or the fact of its distribution, form the basis of, or be relied on in connection with, or act as an inducement to enter into any contract or commitment whatsoever.
Neither this announcement nor any copy of it may be taken or transmitted, directly or indirectly, into the United States, Australia, Canada, Japan, South Africa, Switzerland, New Zealand or the Republic of Ireland or to any persons in any of those jurisdictions or any other jurisdictions where to do so would constitute a violation of the relevant securities laws of such jurisdiction. The distribution of this announcement and other information in connection with the listing and Offer in certain jurisdictions may be restricted by law, and persons into whose possession this announcement, or any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
The Ordinary Shares have not been, and will not be, registered under the US Securities Act of 1933 (the "US Securities Act") or with any securities regulatory authority of any state or other jurisdiction of the United States and may not be offered or sold in the United States, except pursuant to an applicable exemption from, or a transaction not subject to, the registration requirements of the US Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. There will be no public offer in the United States. The Ordinary Shares are being offered and sold only outside the United States in offshore transactions in reliance on Regulation S under the US Securities Act.
The securities have not been and will not be registered under the applicable securities laws of Australia, Canada, Japan, South Africa, Switzerland, New Zealand or the Republic of Ireland and, subject to certain exceptions, may not be offered or sold, directly or indirectly, in Australia, Canada, Japan, South Africa, Switzerland, New Zealand or the Republic of Ireland.
This announcement is only addressed to, and directed at, persons in member states of the European Economic Area who are "qualified investors" within the meaning of Article 2(1)(e) of the Prospectus Directive ("Qualified Investors"). For the purposes of this provision, the expression "Prospectus Directive" means Directive 2003/71/EC, as amended, and includes any relevant implementing measure in each member state of the European Economic Area which has implemented the Prospectus Directive. Any investment or investment activity to which this announcement relates is available only to and will only be engaged in with such persons.
Any purchase or subscription of shares in the Company in connection with Admission (the "Placing Shares") should be made solely on the basis of the information contained in the Prospectus to be issued by the Company in connection with Admission and the proposed placing of the Placing Shares (the "Placing"). No reliance may or should be placed by any person for any purpose whatsoever on the information contained in this announcement or on its completeness, accuracy or fairness. The information in this announcement is subject to change and does not purport to be full or complete. Neither the Company nor Peel Hunt undertakes to provide the recipient of this announcement with any additional information, or to update this announcement or to correct any inaccuracies, and the distribution of this announcement shall not be deemed to be any form of commitment on the part of the Company to proceed with Admission or any transaction or arrangement referred to herein. This announcement has not been approved by any competent regulatory authority.
Peel Hunt is authorised and regulated by the FCA in the United Kingdom and is acting exclusively for the Company and no one else in connection with Admission, and will not regard any other person as its client in relation to Admission and will not be responsible to anyone other than the Company for providing the protections afforded to its clients or for giving advice in relation to Admission or the contents of this announcement or any transaction, arrangement or other matter referred to herein.
Apart from the responsibilities and liabilities, if any, which may be imposed on Peel Hunt by the Financial Services and Markets Act 2000 or the regulatory regime established thereunder, Peel Hunt does not accept any responsibility whatsoever, and makes no representation or warranty, express or implied, in relation to the contents of this announcement, including its accuracy, completeness or for any other statement made or purported to be made by it or on behalf of it, the Company, the Directors, the Selling Shareholders or any other person, in connection with the Company, the Group, the Ordinary Shares, the Selling Shareholders or the Placing, and nothing in this announcement shall be relied upon as a promise or representation in this respect, whether as to the past or the future. Peel Hunt, accordingly, disclaims all and any liability whatsoever, whether arising in tort, contract or otherwise (save as referred to above), which it might otherwise have in respect of this announcement or any such statement.