TIDMINPP
RNS Number : 5212X
International Public Partnership Ld
01 September 2015
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT
FOR PUBLICATION, RELEASE, OR DISTRIBUTION, DIRECTLY OR INDIRECTLY,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, JAPAN, SOUTH
AFRICA OR ANY JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL OR
TO U.S. PERSONS. THE INFORMATION CONTAINED HEREIN DOES NOT
CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN ANY JURISDICTION.
International Public Partnership Ltd Proposed Issue of
Equity
1 September 2015
Proposed Issue of Equity
The Board of Directors (the "Board") of International Public
Partnerships Limited (the "Company" and/or "INPP") is pleased to
announce that the Company proposes to raise approximately GBP18
million (before costs) through the issue of up to 13,430,202
ordinary shares of 0.01p in the capital of the Company (the "New
Ordinary Shares") by way of tap issuance (the "Issue"). The Issue
will be made to qualifying investors* through the Company's
corporate broker, Numis Securities Limited ("Numis").
The net proceeds of the Issue will be used to reduce the drawn
element of the Company's debt facility, which, following the recent
investments including investments under the Priority Schools
Building Programme 'Aggregator' funding programme, is drawn at
approximately GBP82 million. c.GBP180 million has also been
committed under the facility through the issuance of letters of
credit which provide a guarantee for future investment instalments
to the Thames Tideway Tunnel project through its period of
construction. In addition, the Company has a strong pipeline of
short and medium term opportunities which includes:
i. additional commitments to the final announced 'batch' of the
Aggregator funding programme, for which the Company is preferred
bidder;
ii. additional investment within the UK offshore transmission
sector, where the Company currently has preferred bidder status on
its sixth project, Westermost Rough;
iii. discussions on two further near term investments in the
United States and Australia which have reached an advanced stage;
and
iv. a number of other projects in the UK, Europe, Australia and
the United States that the Company or its Investment Adviser are
bidding on or developing.
The Issue will be non pre-emptive and will be launched
immediately following this announcement, when Numis will commence a
bookbuilding process to determine the level of demand from
potential investors for participation in the Issue. The number of
New Ordinary Shares to be issued and the price per New Ordinary
Share (the "Strike Price") will be agreed between Numis and the
Company following close of the bookbuild at noon on 7 September,
and announced shortly thereafter. Numis and the Company reserve the
right to set a maximum percentage of New Ordinary Shares that may
be allocated to any one investor.
The New Ordinary Shares are not being offered at a fixed price.
To bid in the bookbuild, investors will need to communicate their
bid (or bids) by telephone to their usual sales contact at Numis.
Each telephone bid should state the number of New Ordinary Shares
for which the prospective investor wishes to subscribe and the
price or price range that the prospective investor is offering to
pay; any bid price must be for a full pence or half pence amount.
The Strike Price will be in excess of the Company's prevailing net
asset value per Ordinary Share.
The bookbuild is expected to close at 12 noon (London time) on 7
September 2015 but may be closed earlier or later at the discretion
of the Company and Numis. Numis may, in agreement with the Company,
accept bids that are received after the bookbuild has closed.
Subject to the above, Numis may choose to accept bids, either in
whole or in part, on the basis of allocations determined in
agreement with the Company, and may scale down any bids for this
purpose on such basis as the Company and Numis may determine. Numis
may also, notwithstanding the above, subject to the prior consent
of the Company: (i) allocate New Ordinary Shares after the time of
any initial allocation to any person submitting a bid after that
time, and (ii) allocate New Ordinary Shares after the bookbuild has
closed to any person submitting a bid after that time. The Company
reserves the right to reduce the amount to be raised pursuant to
the Issue.
Under the terms of the Issue, INPP has the ability to issue up
to a maximum of [13,430,202] New Ordinary Shares on a non
pre-emptive basis, under authority granted by Shareholders at its
Annual General Meeting in June 2015. The Board, in consultation
with Numis, may decide not to proceed with the Issue for any
reason. In this case, an announcement will be made by the
Company.
Application for listing and admission to trading
Application will be made to the Financial Conduct Authority for
admission of the New Ordinary Shares to the premium segment of the
Official List of the FCA and to the London Stock Exchange plc for
admission to trading of the New Ordinary Shares on its main market
for listed securities (together, "Admission"). It is expected that
Admission will become effective on or around 9 September 2015 and
that dealings in the New Ordinary Shares on the London Stock
Exchange's main market for listed securities will commence at that
time.
* As defined in section 86(7) of the Financial Services and
Markets Act 2000 (as amended).
For further information:
Erica Sibree +44 (0)20 7939 0558
Amber Fund Management Limited
Chris Gook/Todd Davis (Sales) +44 (0)20 7260 1378/1381
Nick Westlake/ Hugh Jonathan (Corporate) +44 (0)20 7260 1345/1263
Numis Securities
Ed Berry/Mitch Barltrop +44 (0) 20 3727 1046/1039
FTI Consulting
Notes to Editors:
About International Public Partnerships
International Public Partnerships Limited (INPP) is a listed
infrastructure investment company which invests in global public
infrastructure projects developed under the public private
partnerships (PPP) and private finance initiative (PFI) procurement
methods.
Listed in 2006, INPP is a long-term investor in 118 social and
transport infrastructure projects, including schools, hospitals,
courts, police headquarters, transport and renewable energy
projects in the U.K., Europe, Australia and Canada. INPP seeks to
provide its shareholders with both a long-term government-backed
yield and capital growth through investment across both
construction and operational phases of typically 20-40 year
concessions.
Visit the INPP website at
www.internationalpublicpartnerships.com for more information.
Important Information:
This Announcement has been issued by and is the sole
responsibility of the Company.
No representation or warranty express or implied, is or will be
made as to, or in relation to, and no responsibility or liability
is or will be accepted by Numis or by any of its respective
affiliates or agents as to or in relation to, the accuracy or
completeness of this Announcement or any other written or oral
information made available to or publicly available to any
interested party or its advisers, and any liability therefore is
expressly disclaimed.
Neither this Announcement nor anything contained herein shall
form the basis of, or be relied upon in connection with, any offer
or commitment whatsoever in any jurisdiction.
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, Japan or South
Africa or any jurisdiction in which the same would be unlawful.
This Announcement does not constitute an offer to sell or issue or
the solicitation of an offer to buy or acquire shares in the
capital of the Company.
The Shares have not been, or will not be, registered under the
U.S. Securities Act of 1933, as amended (the "Securities Act") or
with any securities regulatory authority of any State or other
jurisdiction of the United States, and accordingly may not be
offered, sold or transferred within the United States except
pursuant to an exemption from, or in a transaction not subject to,
registration under the Securities Act. No offering of the Shares is
being made in the United States or to U.S. persons as defined in
and in accordance with Regulation S under the Securities Act ("U.S.
Persons"). The Company has not been and will not be registered
under the U.S. Investment Company Act of 1940, as amended (the
"Investment Company Act") and investors will not be entitled to the
benefits of that Act.
The Company is a non-EU AIF for the purposes of the Alternative
Investment Fund Managers Directive ("AIFMD") and has not applied
for permission to market New Ordinary Shares in any jurisdiction
other than the United Kingdom. Investors will, by bidding for New
Ordinary Shares, be deemed to have represented that it is lawful
for them to have made such a bid and to hold New Ordinary Shares
and that where required by AIFMD, they have read the information
made available by the Company under Article 23 of AIFMD. The
additional regulatory disclosures made by the Company under Article
23 of AIFMD can be found on the INPP website at
www.internationalpublicpartnerships.com/investor-information/other-publications.
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