TIDMUK17 TIDMBARC TIDMWOSG
RNS Number : 3694Z
Goldman Sachs International
10 January 2020
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, INTO OR IN THE UNITED STATES,
CANADA, AUSTRALIA, SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION
IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY APPLICABLE LAW.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM AN OFFER OR THE
SOLICITATION OF AN OFFER TO BUY IN ANY JURISDICTION, NOR SHALL
THERE BE ANY SALE, OF THE SECURITIES REFERRED TO HEREIN IN THE
UNITED STATES, CANADA, AUSTRALIA, SOUTH AFRICA, JAPAN OR ANY OTHER
JURISDICTION IN WHICH SALES WOULD BE PROHIBITED BY APPLICABLE
LAW.
PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS
ANNOUNCEMENT.
10 January 2020
Result of placing of ordinary shares in Watches of Switzerland
Group PLC ("Watches of Switzerland")
Further to the announcement released on 9 January 2020, Jewel
Holdco S.à.r.l., (the "Seller") a company owned and controlled by
AIF VII Euro Holdings L.P., an affiliate of investment funds
managed by an affiliate of Apollo Global Management LLC, announces
that it has sold an aggregate of 33.0 million ordinary shares (the
"Placing Shares") of Watches of Switzerland, by way of an
accelerated bookbuild to institutional investors at a price of 360
pence per ordinary share (the "Placing"), raising aggregate gross
proceeds of GBP118.8 million.
Following settlement of the Placing, which is expected to take
place on 14 January 2020, the Seller will hold approximately 100.7
million shares in Watches of Switzerland, representing
approximately 42.1% of Watches of Switzerland's issued share
capital. The Seller has agreed that it will not, for a period of 90
days following the completion of the Placing, offer, sell, or
otherwise transfer any of its remaining Watches of Switzerland
shares without the consent of Barclays Bank PLC ("Barclays") and
Goldman Sachs International ("Goldman Sachs"), subject to customary
exceptions.
Barclays and Goldman Sachs are acting as Joint Global
Coordinators in connection with the Placing. N. M. Rothschild &
Sons Limited ("Rothschild & Co") is acting as the sole
financial adviser to the Seller on the Placing.
Watches of Switzerland will not receive any proceeds from the
Placing.
Enquires:
Barclays
* Tom Johnson, Lawrence Jamieson, Ben Newmark +44 (0) 207 623 2323
Goldman Sachs
* Richard Cormack, William Smiley, Duncan Stewart +44 (0) 207 774 1000
IMPORTANT NOTICE
This announcement is not for publication or distribution or
release, 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,
South Africa, Japan or any other jurisdiction where 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 Placing Shares or possession or distribution of
this announcement in any jurisdiction where action for that purpose
is required.
This announcement does not constitute or form part of an offer
for sale or solicitation of an offer to purchase or subscribe for
securities in the United States, Canada, Australia, South Africa,
Japan or any other jurisdiction and the securities referred to
herein have not been registered under the securities laws of any
such jurisdiction. The Placing Shares have not been, and will not
be, registered under the United States Securities Act of 1933, as
amended (the "Securities Act"), and may not be offered, sold or
resold, directly or indirectly, in the United States, absent
registration under or an exemption from, or in a transaction not
subject to, the registration requirements of, the Securities Act.
No public offering of Placing Shares is being made in the United
States or in any other jurisdiction.
In member states of the European Economic Area ("EEA"), this
announcement and any offer of Placing Shares if made subsequently
is directed exclusively at persons who are "qualified investors"
within the meaning of the Prospectus Regulation ("Qualified
Investors"). For these purposes, the expression "Prospectus
Regulation" means Regulation (EU) 2017/1129. 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 Placing 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.
This announcement does not purport to identify or suggest the
risks (direct or indirect) which may be associated with an
investment in Watches of Switzerland or its shares.
Each of Barclays and Goldman Sachs is authorised by the
Prudential Regulatory Authority ("PRA") and regulated by the
Financial Conduct Authority ("FCA") and the PRA. The Joint Global
Coordinators are acting for the Seller only in connection with the
Placing and no one else, and will not be responsible to anyone
other than the Seller for providing the protections offered to
clients nor for providing advice in relation to the Placing Shares
or the Placing, the contents of this announcement or any
transaction, arrangement or other matter referred to in this
announcement.
Rothschild & Co, which is authorised and regulated by the
Financial Conduct Authority in the United Kingdom, is acting for
the Seller and no-one else in connection with the Placing.
Rothschild & Co will not regard any other person as its
client(s) in relation to the Placing and will not be responsible to
any person(s) other than the Seller for providing protections
afforded to clients of Rothschild & Co nor for providing
financial advice in relation to the Placing, the contents of this
announcement or any transaction, arrangement or other matter
referred to herein.
This announcement includes statements that are, or may be deemed
to be, forward-looking statements. These forward-looking statements
may be identified by the use of forward-looking terminology,
including the terms "intends", "expects", "will", or "may", or, in
each case, their negative or other variations or comparable
terminology, or by discussions of strategy, plans, objectives,
goals, future events or intentions. These forward-looking
statements include all matters that are not historical facts and
include statements regarding intentions, beliefs or current
expectations. No assurances can be given that the forward-looking
statements in this announcement will be realised. As a result, no
undue reliance should be placed on these forward-looking statements
as a prediction of actual events or otherwise.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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