TIDMBGLF
RNS Number : 3722X
Blackstone/GSO Loan Financing Ltd
21 February 2017
Blackstone / GSO Loan Financing Limited
21 February 2017
Placing under Placing Programme
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR
INDIRECTLY, TO U.S. PERSONS OR INTO OR IN THE UNITED STATES,
AUSTRALIA, CANADA, SOUTH AFRICA OR JAPAN.
Background
The Company's investment objective is to provide shareholders
with stable and growing income returns and to grow the capital
value of the investment portfolio by exposure predominantly to
floating rate senior secured loans directly and indirectly through
collateralized loan obligation ("CLO") securities and investments
in loan warehouses. The Company achieves its investment objective
through its exposure to Blackstone / GSO Corporate Funding
("BGCF").
BGCF funds its investments in European and North American
floating rate senior secured loans ("Global Loans") using a variety
of sources, including equity capital, its 3 year syndicated
financing facility, notes issued to the Company, and non-recourse
leverage obtained from loan warehouses or by retaining income notes
in CLOs directly or indirectly through its investment in other
affiliated risk retention companies.
The Company targets an annual dividend of EUR0.10 per share
(increased from EUR0.08 per share in September 2016). It has net
assets of EUR333m and, since launch in July 2014, has generated a
NAV total return of 21.75% (both as at 31 January 2017); its 2016
yearly return was 13.28%.
On 31 March 2016, the Company published a Prospectus in
connection with a 12-month Placing Programme (the "Prospectus").
Shares under the Placing Programme can be issued when demand arises
which cannot be satisfied through the secondary market and to
enable the Company to meet its growth strategy.
In response to current demand from investors, the Company
announces its intention to issue new ordinary shares in the Company
(the "New Shares") under the Placing Programme by way of a placing
of New Shares (the "Placing").
Investment Opportunity
Following the Company's IPO, capital was deployed expeditiously
through BGCF, resulting in the current portfolio of loans and CLO
income notes which are generating strong returns. GSO believes that
the significant return drivers for the Company's investment
strategy currently are:
-- It is an attractive time to invest in Global Loans
o Low European and U.S. default rates: S&P's European and
U.S. 12 month loan default rates are 2.4%(1) and 1.6%(2) ,
respectively
o Improving global economy is supportive of credit
performance
o Majority of assets are comprised of floating rate loans with
low duration
-- CLO financing is at very attractive levels
o "AAA" spreads at c. E+93bp and L+131bp in Europe and U.S.
respectively, compared to c. E+145bp and L+150bp in January
2016(3)
o Opportunity to refinance BGCF's earlier CLO income note
investments to potentially receive a capital distribution and boost
returns
-- GSO's scale, expertise and experience allows it to be selective when investing
o GSO is one of the largest loan investors globally and has
access to a large volume of high quality investment opportunities
in Global Loans
o GSO is the largest global issuer and manager of CLOs(4) and is
able to deploy BGCF's capital into a diverse portfolio of high
returning CLO income notes, adding to the existing vintage
diversity of the CLOs and underlying country, sector and company
diversity
Proposed Placing under the Placing Programme
The proposed Placing will take place through the Company's joint
brokers, Fidante Partners Europe Limited, trading as Fidante
Capital ("Fidante Capital") and Nplus1 Singer Advisory LLP ("N+1
Singer") (together "the Joint Bookrunners").
The issue price will be EUR1.02, a 2 per cent. premium to the
Company's NAV per share as at 31 January 2017, adjusted for the
dividend declared on 20 January 2017 for the period to 31 December
2016. The New Shares will be eligible for the dividend payable in
respect of the period from 1 January 2017 to 31 March 2017.
The Placing is expected to close at 1.30pm (London time), 2
March 2017, but may be closed earlier or later at the discretion of
the Company and the Joint Bookrunners. The final number of New
Shares will be agreed between the Company and the Joint Bookrunners
following close of the Placing, and announced shortly
thereafter.
The Joint Bookrunners 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 the Joint Bookrunners may determine.
The Joint Bookrunners may also, notwithstanding the above and
subject to the prior consent of the Company: (i) allocate New
Shares after the time of any initial allocation to any person
submitting a bid after that time, and (ii) allocate New Shares
after the book-build has closed to any person submitting a bid
after that time. The BGLF Board, in consultation with the Joint
Bookrunners, may also decide not to proceed with the Placing for
any reason. In this case, an announcement will be made by the
Company.
Applications will be made to the Channel Islands Securities
Exchange Authority Limited (the "CISEA") for the New Shares to be
admitted to the Official List of the CISEA and to the London Stock
Exchange for the New Shares to be admitted to trading on the
Specialist Fund Segment (together, "Admission"). It is expected
that Admission will become effective on 7 March 2017 and that
dealings in the New Shares will commence at that time.
The Placing is being made pursuant to the terms and conditions
set out in Part XII of the Prospectus. Investors are invited to
apply for New Shares pursuant to the Placing by contacting their
usual contact at Fidante Capital or N+1 Singer.
Expected Timetable for the New Placing
Each of the times and dates set out below and mentioned
elsewhere in this document may be adjusted by the Company, in which
event details of the new times and dates will be announced via a
Regulatory Information Service. References to a time of day are to
London time.
Event Date
------------------------- -----------------------
Placing opens 21 February 2017
------------------------- -----------------------
Latest time and date 1.30pm on 2 March 2017
for commitments under
the Placing
------------------------- -----------------------
Trade date 3 March 2017
------------------------- -----------------------
Admission 8.00am on 7 March 2017
------------------------- -----------------------
Crediting of CREST stock 7 March 2017
accounts in respect of
the New Shares
------------------------- -----------------------
A copy of the Prospectus and the supplementary prospectus
published on 25 April 2016 following the publication of the
Company's annual report and audited accounts have been submitted to
the National Storage Mechanism and are available for inspection at:
www.morningstar.co.uk/uk/nsm as well as on the Company's website at
at www.blackstone.com/bglf.
Terms used but not defined in this announcement shall have the
meanings given to such terms in the Prospectus.
This announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014. Upon the publication of
this announcement, this inside information is now considered to be
in the public domain.
Contacts:
BNP Paribas
Siobhan Lavery 01534 709 181
Fidante Capital
Katie Standley 020 7832 0900
N+1 Singer Advisory LLP
Gillian Martin 020 7496 3000
(1) LCD, an offering of S&P Global Market Intelligence as at
31 December 2016
(2) LCD, an offering of S&P Global Market Intelligence as at
31 December 2016
(3) S&P LCD CLO Global Databank as at 10 January 2017
(4) CreditFlux as at 30 September 2016
NOTE: PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE
PERFORMANCE RESULTS AND THERE CAN BE NO ASSURANCE THAT BGLF WILL
ACHIEVE COMPARABLE RESULTS.
IMPORTANT INFORMATION
Any reference herein to future returns or distributions is a
target and not a forecast and there can be no guarantee or
assurance that it will be achieved.
This document has been issued by Blackstone / GSO Loan Financing
Limited (the "Company"), and should not be taken as an inducement,
offer or invitation to engage in any investment activity and is for
the purpose of providing information about the Company. This
document is an advertisement and not a prospectus and investors
should not subscribe for or purchase any shares referred to in this
document except on the basis of information in the Prospectus (and
any supplementary prospectus). This document does not constitute or
form part of, and should not be construed as, any offer for sale or
subscription of, or solicitation of any offer to buy or subscribe
for, any share in the Company or securities in any other entity, in
any jurisdiction, including the United States, Australia, Canada,
Japan, South Africa nor shall it, or any part of it, or the fact of
its distribution, form the basis of, or be relied on in connection
with, any contract or investment decision whatsoever, in any
jurisdiction.
This document, and the information contained therein, is not for
viewing, release, distribution or publication in or into the United
States, Australia, Canada, Japan, South Africa or any other
jurisdiction where applicable laws prohibit its release,
distribution or publication, and will not be made available to any
national, resident or citizen of the United States, Australia,
Canada, Japan or South Africa. The distribution of this document in
other jurisdictions may be restricted by law and persons into whose
possession this document comes must inform themselves about, and
observe, any such restrictions. Any failure to comply with the
restrictions may constitute a violation of the federal securities
law of the United States and the laws of other jurisdictions.
The shares issued and to be issued by the Company (the "Shares")
have not been and will not be registered under the US 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. The Shares may not be offered, sold, resold,
pledged, delivered, distributed or otherwise 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). No public offering of the Shares is being made
in the United States.
The Company has not been and will not be registered under the US
Investment Company Act of 1940, as amended (the "Investment Company
Act") and, as such, holders of the Shares will not be entitled to
the benefits of the Investment Company Act. No offer, sale, resale,
pledge, delivery, distribution or transfer of the Shares 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. Neither the U.S. Securities and Exchange
Commission (the "SEC") nor any state securities commission has
approved or disapproved of the Shares or passed upon or endorsed
the merits of the offering of the Shares or the adequacy or
accuracy of the Prospectus. Any representation to the contrary is a
criminal offence in the United States. In addition, the Shares are
subject to restrictions on transferability and resale in certain
jurisdictions and may not be transferred or resold except as
permitted under applicable securities laws and regulations.
Investors may be required to bear the financial risks of their
investment in the Shares for an indefinite period of time. Any
failure to comply with these restrictions may constitute a
violation of the securities laws of any such jurisdictions.
No liability whatsoever (whether in negligence or otherwise)
arising directly or indirectly from the use of this document is
accepted and no representation, warranty or undertaking, express or
implied, is or will be made by the Company, or any of their
respective directors, officers, employees, advisers,
representatives or other agents ("Agents") for any information or
any of the opinions contained herein or for any errors, omissions
or misstatements. None of the Agents makes or has been authorised
to make any representation or warranties (express or implied) in
relation to the Company or as to the truth, accuracy or
completeness of this document, or any other written or oral
statement provided. In particular, no representation or warranty is
given as to the achievement or reasonableness of, and no reliance
should be placed on any projections, targets, estimates or
forecasts contained in this document and nothing in this document
is or should be relied on as a promise or representation as to the
future.
Unless otherwise indicated, the information provided herein is
based on matters as they exist as of the date of preparation and
not as of any future date. Recipients of this document are
encouraged to contact the Company's representatives to discuss the
procedures and methodologies used to make the projections and other
information provided herein.
All investments are subject to risk, including the loss of the
principal amount invested. Past performance is no guarantee of
future returns. All investments to be held by the Company involve a
substantial degree of risk, including the risk of total loss. The
value of shares and the income from them is not guaranteed and can
fall as well as rise due to stock market and currency movements.
When you sell your investment you may get back less than you
originally invested. You should always seek expert legal,
financial, tax and other professional advice before making any
investment decision.
Blackstone / GSO Loan Financing Limited is a self-managed Jersey
registered alternative investment fund, and is regulated by the
Jersey Financial Services Commission. The Jersey Financial Services
Commission does not take any responsibility for the financial
soundness of the Company or for the correctness of any statements
made or expressed in this document.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IOEUROBRBBAUUAR
(END) Dow Jones Newswires
February 21, 2017 02:01 ET (07:01 GMT)
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