J.P. Morgan Securities PLC. Sinitus Nominees Ltd ABB - 888 Holdings Plc (6519S)
October 04 2017 - 1:06AM
UK Regulatory
TIDM888
RNS Number : 6519S
J.P. Morgan Securities PLC.
04 October 2017
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA,
AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE RELEASE,
PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL
PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS
ANNOUNCEMENT
4 October 2017
Sinitus Nominees Ltd as Trustee of The O Shaked Shares Trust
completes the accelerated bookbuild of 46,283,534 shares in 888
Holdings Plc
Further to the announcement released on 3 October 2017 by
Sinitus Nominees Ltd as Trustee of The O Shaked Shares Trust (the
"Seller"), the Seller has completed the sale of 46,283,534 ordinary
shares (the "Shares") in 888 Holdings Plc ("888") at a price of 243
pence per Share (the "Offering"), raising gross proceeds of
approximately GBP112 million.
Following completion of the Offering, the Seller will cease to
hold any ordinary shares in 888's issued ordinary share
capital.
Settlement is expected to occur on 6 October 2017. The proceeds
of the Offering are payable in cash on usual settlement terms. 888
will not receive any proceeds from the Offering.
J.P. Morgan Securities plc (which conducts its UK investment
banking activities as J.P. Morgan Cazenove) ("J.P. Morgan
Cazenove") and Morgan Stanley & Co. International plc ("Morgan
Stanley") acted as joint bookrunners in connection with the
Offering.
Enquiries:
J.P. Morgan Cazenove
Lorenzo Soler
Edward Digby +44 (0)20 7742 4000
---------------------- --------------------
Morgan Stanley
Mark Maislish
Angus Millar +44(0)20 7425 8000
---------------------- --------------------
IMPORTANT NOTICE
This announcement is not for release, publication or
distribution, in whole or in part, directly or indirectly, in or
into the United States of America (including its territories and
possessions, any state of the United States and the District of
Columbia), Canada, Australia or Japan or any other jurisdiction in
which the release, publication or distribution of such an
announcement would be unlawful. The distribution of this
announcement may be restricted by law in certain jurisdictions and
persons into whose possession this 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. No action has been taken that would permit an
offering of the Shares or possession or distribution of this
announcement in any jurisdiction where action for that purpose is
required.
This announcement does not contain, constitute or form part of
an offer of, or the solicitation of an offer to purchase or
subscribe for, any securities in the United States, Canada,
Australia, Japan or any other jurisdiction. The Shares have not
been and will not be registered under the Securities Act or with
any securities regulatory authority of any state or other
jurisdiction of the United States and may not be offered, sold,
pledged or otherwise transferred within the United States except
pursuant to an exemption from, or in a transaction not subject to,
the registration requirements of the Securities Act. There is no
intention to register any securities referred to herein in the
United States and no public offering of securities is being made in
the United States or in any other jurisdiction.
In member states of the European Economic Area ("EEA") which
have implemented the Prospectus Directive (each, a "Relevant Member
State"), this announcement and any offer of Shares if made
subsequently is directed exclusively at persons who are "qualified
investors" within the meaning of the Prospectus Directive
("Qualified Investors"). For these purposes, the expression
"Prospectus Directive" means Directive 2003/71/EC (and amendments
thereto, including Directive 2010/73/EU, to the extent implemented
in a Relevant Member State), and includes any relevant implementing
measure in the Relevant Member State. In the United Kingdom this
announcement is only being distributed to, and is only directed at,
and any investment or investment activity to which this
announcement relates is available only to, and will be engaged in
only with, Qualified Investors who are (i) investment professionals
falling with Article 19(5) of the UK Financial Services and Markets
Act 2000 (Financial Promotion) Order 2005 (as amended) (the
"Order"); or (ii) high net worth entities falling within Article
49(2)(a) to (d) of the Order, or (iii) other persons to whom an
offer of the Shares may otherwise be lawfully communicated (all
such persons together being referred to as "relevant persons").
Persons who are not relevant persons should not take any action on
the basis of this announcement and should not act or rely on
it.
No prospectus or offering document has been or will be prepared
in connection with the Offering. Any investment decision in
connection with the Offering must be made on the basis of all
publicly available information relating to 888 and 888's shares.
Such information has not been independently verified. The
information contained in this announcement is for background
purposes only and does not purport to be full or complete. No
reliance may be placed for any purpose on the information contained
in this announcement or its accuracy or completeness.
In connection with the Offering, Morgan Stanley, J.P. Morgan
Cazenove or any of their respective affiliates may take up a
portion of the Shares as a principal position and in that capacity
may retain, purchase, sell, offer to sell for its own accounts such
Shares and other securities of 888 or related investments in
connection with the Offering or otherwise. Accordingly, references
to the shares being issued, offered, subscribed, acquired, placed
or otherwise dealt in should be read as including any issue or
offer to, or subscription, acquisition, placing or dealing by,
Morgan Stanley, J.P. Morgan Cazenove and any of their affiliates
acting as investors for their own accounts. Morgan Stanley and J.P.
Morgan Cazenove do not intend to disclose the extent of any such
investment or transactions otherwise than in accordance with any
legal or regulatory obligations to do so.
This announcement does not purport to identify or suggest the
risks (direct or indirect) which may be associated with an
investment in 888 or 888's shares. Morgan Stanley and J.P. Morgan
Cazenove, each of which is authorised by the Prudential Regulatory
Authority ("PRA") and regulated by the Financial Conduct Authority
and the PRA in the United Kingdom, are acting for the Seller only
in connection with the Offering and no one else, and will not be
responsible to anyone other than the Seller for providing the
protections offered to clients of Morgan Stanley or J.P. Morgan
Cazenove, nor for providing advice in relation to the Shares or the
Offering.
- END
This information is provided by RNS
The company news service from the London Stock Exchange
END
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