RESULT OF FIRM PLACING AND PLACING AND OPEN OFFER

RNS Number : 0857D

Unite Group PLC

25 March 2014

 



THIS ANNOUNCEMENT AND THE INFORMATION HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, OUTSIDE OF THE UNITED KINGDOM, INCLUDING IN OR INTO AUSTRALIA, CANADA, JAPAN, SWITZERLAND, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS AND INVESTORS SHOULD NOT SUBSCRIBE FOR OR PURCHASE ANY SECURITIES REFERRED TO IN THIS ANNOUNCEMENT EXCEPT ON THE BASIS OF INFORMATION CONTAINED IN THE PROSPECTUS PUBLISHED BY THE COMPANY IN CONNECTION WITH THE FIRM PLACING AND PLACING AND OPEN OFFER.

Further, this announcement is for information purposes only and shall not constitute an offer to sell or issue or the solicitation of an offer to buy, subscribe for or otherwise acquire any new ordinary shares of The UNITE Group plc in any jurisdiction in which any such offer or solicitation would be unlawful.

This announcement should be read in its entirety. In particular, you should read and understand the information provided in the 'Important Notice' section.

25 March 2014

The UNITE Group plc ("UNITE" or the "Company" or the "Group")

RESULT OF FIRM PLACING AND PLACING AND OPEN OFFER

On 06 March 2014, The UNITE Group plc announced the details of a proposed share issue to raise gross proceeds of approximately £100 million (approximately £96 million net of expenses) by the issue of 24,500,000 New Ordinary Shares in aggregate through a Firm Placing and Placing and Open Offer at 410 pence per New Ordinary Share.

Result of Firm Placing and Placing and Open Offer

·      The Open Offer has now closed in accordance with its terms. UNITE is delighted to announce that it has received valid acceptances under the Open Offer in respect of 15,753,975 Open Offer Shares representing approximately 93.6 per cent of the Open Offer Shares available pursuant to the Open Offer.

·      The remaining 1,070,642 Open Offer Shares were taken up pursuant to the Placing.

·      In addition to the Placing and Open Offer, a further 7,675,383 New Ordinary Shares will be issued through the Firm Placing.

The Firm Placing and Placing and Open Offer remain conditional upon the Placing Agreement becoming unconditional in all respects and Admission. It is expected that Admission will become effective, and dealings in the New Ordinary Shares will commence, at 8.00 a.m. on 27 March 2014.

New Ordinary Shares in uncertificated form are expected to be credited to CREST accounts by 8.00 a.m. on 27 March 2014, and definitive share certificates for the New Ordinary Shares in certificated form are expected to be dispatched by 4 April 2014.

The Enlarged Share Capital of UNITE following Admission will be 201,158,479 Ordinary Shares in aggregate.

Commenting on the result of the Firm Placing and Placing and Open Offer, Mark Allan, Chief Executive of UNITE, said:

"We are delighted with the strong support shown by our shareholders for our strategy. The outlook for the student accommodation sector is positive and, as a result of the successful conclusion of this fundraising, UNITE is ideally placed to build further on its track record of sustainable, profitable growth."

For further information, please contact:

The UNITE Group plc                                                              0117 302 7045

Mark Allan, Chief Executive

Joe Lister, Chief Financial Officer

J.P. Morgan Cazenove (Joint Sponsor and Bookrunner)        020 7742 4000

Robert Fowlds

Bronson Albery

Barry Meyers

Numis Securities (Joint Sponsor and Bookrunner)                 020 7260 1000

Heraclis Economides

Ben Stoop

Oliver Hardy

Jefferies (Joint Bookrunner)                                                   020 7029 8000

Simon Hampton

Sara Hale

Luca Erpici

Bell Pottinger                                                                         020 7861 3925

Victoria Geoghegan

Nick Lambert

Elizabeth Snow

Definitions used in the Prospectus issued by the Company dated 6 March 2014 shall have the same meanings when used in this announcement unless the context otherwise requires.

IMPORTANT NOTICE

THE MATERIAL SET FORTH HEREIN IS FOR INFORMATIONAL PURPOSES ONLY AND IS NOT INTENDED, AND SHOULD NOT BE CONSTRUED, AS AN OFFER OF SECURITIES FOR SALE IN THE UNITED STATES OR ANY OTHER JURISDICTION. SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION OR AN EXEMPTION FROM REGISTRATION. THE SECURITIES OF THE COMPANY DESCRIBED HEREIN HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR THE LAWS OF ANY STATE OF THE UNITED STATES OR ANY JURISDICTION THEREOF, AND MAY NOT BE OFFERED, SOLD, RE-SOLD, TRANSFERRED OR DELIVERED, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, ABSENT REGISTRATION OR PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN COMPLIANCE WITH THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION IN THE UNITED STATES.

The distribution of this announcement in jurisdictions other than the United Kingdom may be restricted by law and, therefore, any persons who are subject to the laws of any jurisdiction other than the United Kingdom should inform themselves about, and observe, any applicable requirements. Failure to comply with any such restrictions may constitute a violation of the securities laws of any jurisdiction.

J.P. Morgan Securities plc ("J.P. Morgan Cazenove"), which is authorised by the Prudential Regulation Authority ("PRA") and regulated by the Financial Conduct Authority ("FCA") and PRA in the United Kingdom, Numis Securities Limited ("Numis") and Jefferies International Limited ("Jefferies"), each of which is authorised and regulated in the United Kingdom by the FCA, are each acting solely for The UNITE Group plc and no-one else in connection with the Firm Placing and Placing and Open Offer or any other matter or arrangement referred to in this announcement and will not regard any other person (whether or not a recipient of this announcement) as clients of J.P. Morgan Cazenove, Numis or Jefferies in relation to the Firm Placing and Placing and Open Offer and will not be acting for any other person or be otherwise responsible for providing the protections afforded to the clients of J.P. Morgan Cazenove, Numis or Jefferies nor for giving advice in relation to the Firm Placing and Placing and Open Offer, or any other matter or arrangement referred to in this announcement.

Apart from the responsibilities and liabilities, if any, which may be imposed on J.P. Morgan Cazenove or Numis or Jefferies under Financial Services and Markets Act 2000 (as amended) or the regulatory regime established thereunder, none of J.P. Morgan Cazenove, Numis or Jefferies accepts any responsibility whatsoever or makes any representation or warranty, express or implied, in relation to the contents of this announcement including its accuracy, completeness or verification or for any other statement made or purported to be made by any of them, or on behalf of any of them in connection with The UNITE Group plc or the Firm Placing and Placing and Open Offer 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 J.P. Morgan Cazenove, Numis and Jefferies accordingly disclaim to the fullest extent permitted by law all and any liability whether arising in tort, contract or otherwise (save as referred to above) which any of them might otherwise have in respect of this announcement or any such statement.

No person has been authorised to give any information or make any representations other than those contained in this announcement and, if given or made, such information or representations must not be relied upon as having been authorised by the Company, J.P. Morgan Cazenove, Numis or Jefferies.  None of the Company, J.P. Morgan Cazenove, Numis or Jefferies takes any responsibility for, or can provide assurance as to the reliability of, other information that you might be given. 

The contents of this announcement are not to be construed as legal, business or tax advice. Each prospective investor should consult his or its own legal adviser, financial adviser or tax adviser for legal, financial or tax advice.

The price of shares and any income expected from them may go down as well as up and investors may not get back the full amount invested on disposal of the shares. Past performance is no guide to future performance, and persons needing advice should consult an independent financial adviser.

This announcement has been prepared for the purposes of complying with applicable law and regulation in the United Kingdom and the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws and regulations of any jurisdiction outside of the United Kingdom.

 

END

 

 

MSCLIFFDVIIEFIS