TIDMAA4
RNS Number : 6178X
Amedeo Air Four Plus Limited
27 November 2017
-NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, TO US PERSONS OR INTO OR WITHIN
THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR, WITHIN THE EEA,
OUTSIDE THE UNITED KINGDOM. THE INFORMATION CONTAINED HEREIN DOES
NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN THE UNITED
STATES, AUSTRALIA, CANADA, SOUTH AFRICA OR JAPAN OR ANY
JURISDICTION IN WHICH SUCH AN OFFER OR SOLICITATION IS
UNLAWFUL.
AMEDEO AIR FOUR PLUS LIMITED
(the "Company")
Announcement of the results of the Second Placing under the
Company's Placing Programme
27 November 2017
Further to the Company's announcements on 1 November 2017 and 17
November 2017 in connection with a second placing under its current
placing programme (the "Second Placing"), the Company is pleased to
announce the successful completion of the Second Placing.
Pursuant to the Second Placing, which was significantly
oversubscribed, 40,350,000 New Shares in the Company are being
allotted and issued at an issue price of 104 pence per New
Share.
The New Shares are expected to be admitted to trading on the
Specialist Fund Segment of the London Stock Exchange's Main Market
at 8.00 a.m. on 28 November 2017 and unconditional dealings in the
New Shares are expected to commence at 8.00 a.m. on 30 November
2017.
Nimrod Capital LLP acted as Placing Agent to the Company.
The ISIN number for the existing and the New Shares is
GG00BWC53H48 and the SEDOL number for the New Shares is
BWC53H4.
In addition, the Company has been informed by Nimrod that orders
to purchase 14,074,995 Shares to complete the Amedeo Share Sale
have also been received. Following completion of the Amedeo Share
Sale, Amedeo Capital will hold 1,000,000 Shares in the Company.
The Amedeo Share Sale did not form part of the Second Placing,
but took place alongside it.
Investment Objective and Policy
The Company's investment objective is to obtain income returns
and a capital return for its Shareholders by acquiring, leasing and
then selling aircraft. To pursue its investment objective, the
Company will seek to use the net proceeds of placings and/or other
equity capital raisings, together with financing facilities (or
instruments), to acquire widebody, or other, aircraft which will be
leased to one or more major airlines.
The Assets
The Company currently owns eight Airbus A380-800, two Boeing
777-300ER and three Airbus A350-900s aircraft (the "Current
Assets"), each of which is leased to an airline lessee for a term
of 12 years from its acquisition date.
Following the completion of the Second Placing, the Company
intends to acquire a fourth Airbus A350-900 aircraft (the "New
Asset") for leasing to Thai Airways, expected to be acquired in
January 2018.
Share Capital
Following the Second Placing, there will be 642,250,000 shares
in issue and the Company's market capitalisation will be
approximately GBP667,940,000, based on the placing price of 104
pence per share.
Income Distributions
The Company receives, or will receive, income in the form of
lease rentals for each Current Asset and the New Asset. Income
distributions are currently being made to Shareholders quarterly
and, subject to compliance with applicable laws and regulations, it
is anticipated that such income distributions will continue to be
made on a quarterly basis. The Company is targeting a distribution
to investors of 2.0625 pence per Share per quarter (amounting to a
yearly distribution of 8.25 pence per Share) at least until such
time as any aircraft other than the Current Assets and the New
Asset are acquired. As at the date of this announcement, the
Company has been meeting its target distribution and 8.25 pence per
Share has been distributed to Shareholders in four quarterly
payments each year.
Future acquisitions
The Company's articles of incorporation provide that the Company
may only acquire further aircraft with the approval of Shareholders
by ordinary resolution in relation to each proposed
acquisition.
Defined terms used in this announcement shall have the same
meaning as ascribed to them in the Company's Prospectus dated 13
June 2017 as supplemented by the Company's Supplementary Prospectus
dated 17 November 2017.
For further information, please contact:
For administrative and company information:
JTC Fund Solutions (Guernsey) Limited
+44 (0) 1481 702 400
For shareholder information:
Nimrod Capital LLP
Richard Bolchover
Marc Gordon
+44 (0) 20 7382 4565
Important Information
The above target distributions are targets only and are based on
various projections and assumptions at the time of modelling and
are therefore subject to change. The income the Company may receive
cannot be accurately predicted and is subject to risks including,
but not limited to, a default by a lessee on its obligations under
a lease, late delivery of either of the New Asset and the effect of
loan bullet payments falling due (which may cause the Board to
consider if a distribution can lawfully be made under Guernsey
law). Moreover, should Shareholders approve the acquisition of
further aircraft or the sale proceeds of one or more of the Current
Assets or the New Asset be re-invested, there can be no guarantee
that the terms on which such further aircraft are leased will
support the level of target dividends described above. There can
therefore be no guarantee that dividends will be paid to
Shareholders and, if dividends are paid, as to the timing and
amount of any such dividend. Any distribution of dividends to
Shareholders will be subject always to compliance with the
Companies Laws.
Target yields or returns are targets only and there can be no
guarantee that the company will achieve such targets at the levels
stated or at all. Prospective investors should not place any
reliance on such targets in deciding whether to invest in the
Company.
This announcement and the information contained herein is not
for publication, release or distribution, directly or indirectly,
in or into the United States, Australia, Canada, South Africa or
Japan or, within the EEA, outside the United Kingdom, or any
jurisdiction in which the same would be unlawful. This announcement
is not an offer to sell or a solicitation of any offer to buy the
securities of Amedeo Air Four Plus Limited (the "Company", and such
securities, the "Securities") in the United States, Australia,
Canada, Japan or, within the EEA, outside the United Kingdom, or in
any other jurisdiction where such offer or sale would be unlawful.
Any offering will only be made in any jurisdiction in compliance
with local laws.
The Company has not been and will not be registered under the US
Investment Company Act of 1940 (the "Investment Company Act") and,
as such, holders of the Securities will not be entitled to the
benefits of the Investment Company Act. No offer, sale, resale,
pledge, delivery, distribution or transfer of the Securities may be
made except under circumstances that will not result in the Company
being required to register as an investment company under the
Investment Company Act. The Securities have not been and will not
be registered under the US Securities Act of 1933 (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, resold, pledged, delivered, distributed or transferred,
directly or indirectly, into or within the United States or to, or
for the account or benefit of, US persons as defined in Regulation
S under the Securities Act ("US Persons") except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and in compliance
with any applicable securities laws of any state or other
jurisdiction of the United States and in a manner which would not
require the Company to register under the Investment Company Act.
No public offering of the Securities is being made in the United
States.
This announcement has been approved for issue in the United
Kingdom for the purposes of section 21 of the UK Financial Services
and Markets Act 2000 by Nimrod Capital LLP which is authorised and
regulated by the UK Financial Conduct Authority.
Nimrod Capital LLP, which is authorised and regulated in the
United Kingdom by the Financial Conduct Authority, is acting for
Amedeo Air Four Plus Limited in connection with the Placing and
will not regard any other person (whether or not a recipient of
this document or other information) as its customer in relation
thereto and will not be responsible to anyone other than the
Company for providing the protections afforded to clients of Nimrod
Capital LLP nor for providing advice in connection with the Placing
and the contents of this announcement or any other matter referred
to herein. Nimrod Capital LLP is not responsible for the contents
of this announcement. This does not exclude or limit any
responsibilities which Nimrod Capital LLP may have under the
Financial Services and Markets Act 2000 or the regulatory regime
established thereunder.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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