Civitas Social Housing PLC Conversion of C Shares (3956H)
November 15 2018 - 1:00AM
UK Regulatory
TIDMCSH
RNS Number : 3956H
Civitas Social Housing PLC
15 November 2018
15 November 2018
CIVITAS SOCIAL HOUSING PLC
("Civitas" or the "Company")
LEI: 213800PGBG84J8GM6F95
CONVERSION OF C SHARES
The Board announces that in line with the conversion terms set
out in the Company's Articles and summarised in C Share prospectus,
dated 18 October 2017 ("Prospectus"), the C Share conversion has
been triggered, being twelve months from the date of Admission of
the C Shares.
The Directors have determined that the Calculation Date for the
conversion of the C shares into Ordinary Shares will be 30 November
2018 (being the final business day of the month in which the C
Share conversion process is triggered). Accordingly, conversion
will be made by reference to the respective net asset values
(calculated in accordance with the Company's normal accounting
policies and reflecting the Portfolio Valuation) of the C Shares
and the Ordinary Shares at close of business on the Calculation
Date in accordance with the terms of the C Shares
("Conversion").
Dealings in the new Ordinary Shares arising on Conversion are
currently expected to commence, and the listing of the C shares to
be cancelled, on or around 21 December 2018 (the "Conversion
Date").
In the twelve months since the issue of the C Shares, Civitas
has invested or committed GBP240 million (including costs) of C
Share equity into high quality Specialist Supported Housing,
representing 175 properties providing high quality homes to 1,260
residents.
There continues to be a number of investments that are in the
late stages of due diligence and, subject to the satisfactory
completion of that due diligence and related matters, are expected
to be invested or committed before 30 November 2018 for the benefit
for the C Shares.
Civitas undertakes extensive due diligence on all of its
investments and has rejected a significant number of potential
investments where they do not meet the necessary standards that
Civitas requires, thereby ensuring the quality of the underlying
real estate and safeguarding shareholder value.
Dividends in respect of C Shares and Ordinary Shares
As set out in the Prospectus, holders of C Shares are entitled
to a fixed dividend of 3 per cent. per annum (based on the C Share
issue price of 100p). Accordingly, the Board intends to declare a
dividend for holders of C Shares pro-rated for the period from 1
October 2018 (being the date of the last C Share dividend) to the
Conversion Date.
In addition, the Board intends to declare a dividend for holders
of the Ordinary Shares for the period from 1 October 2018 to the
Conversion Date. This will be the pro rata share of the quarterly
dividend for the quarter ending 31 December 2018.
The Board intends to declare the above dividends with a record
date that is before the Conversion Date, for payment in January
2019 and as such, the dividends will be deducted from the net asset
values at the Calculation Date as appropriate.
The Company also expects to declare a dividend for the period
from the Conversion Date to 31 December 2018 (i.e. the remaining
pro rata share of the quarterly dividend for the quarter ending 31
December 2018) in February 2019. The Ordinary Shares arising on
Conversion of the C Shares will rank pari passu with the existing
Ordinary Shares for any dividends or distributions declared after
the Conversion Date.
Expected Conversion and Dividend timetable
It is currently expected that Conversion will occur in
accordance with the following timetable:
Calculation Date 30 November 2018
Dividends declared (period from 30 On or around 6 December
September 2018 to Conversion Date) 2018
-------------------------
Ex-Date in respect of such Dividends 13 December 2018
-------------------------
Record Date in respect of such Dividends 14 December 2018
-------------------------
Announcement of Conversion Ratio On or around 20 December
2018
-------------------------
Admission of new Ordinary Shares On or around 21 December
arising on Conversion 2018
-------------------------
CREST accounts credited with new On or around 21 December
Ordinary Shares in uncertificated 2018
form
-------------------------
Share certificates in respect of From end December 2018
new Ordinary Shares in certificated onwards
form dispatched
-------------------------
Payment Date in respect of such Dividends January 2019
-------------------------
All references to times in this announcement are to London time
unless otherwise stated.
Any capitalised terms used but not otherwise defined in this
announcement have the meaning set out in the Prospectus dated 18
October 2017, which is available on the Company's website
(http://civitassocialhousing.com/wp-content/uploads/2017/10/Civitas-Social-Housing-PLC-2017-C-Share-Prospectus.pdf).
For further information, please contact:
Civitas Housing Advisors Limited
Paul Bridge Tel: +44 (0)20 3058 4844
Andrew Dawber Tel: +44 (0)20 3058 4846
Cenkos Securities PLC
Sapna Shah Tel: +44 (0)20 7397 1922
Tom Scrivens Tel: +44 (0)20 7397 1915
Pagefield
Philip Dennis Tel: +44 (0)7947 868206
David Leslie Tel: +44 (0)7584 070274
Notes:
Civitas Social Housing PLC is the first Real Estate Investment
Trust offering pure play exposure to social housing in England and
Wales. The Company is advised by Civitas Housing Advisors Limited.
The Company is listed on the premium listing segment of the
Official List of the Financial Conduct Authority and was admitted
to trading on the main market for listed securities of the London
Stock Exchange in November 2016. The company is a constituent of
the FTSE 250 index.
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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