TIDMENQ
RNS Number : 8186E
EnQuest PLC
22 October 2018
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.
PLEASE SEE THE IMPORTANT NOTICE AT THE OF THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND DOES NOT CONSTITUTE A
PROSPECTUS OR PROSPECTUS EQUIVALENT DOCUMENT. NOTHING HEREIN SHALL
CONSTITUTE AN OFFERING OF THE SECURITIES REFERRED TO IN THIS
ANNOUNCEMENT. ANY DECISION TO PURCHASE, SUBSCRIBE FOR, OTHERWISE
ACQUIRE, SELL OR OTHERWISE DISPOSE OF THE SECURITIES REFERRED TO IN
THIS ANNOUNCEMENT MUST BE MADE ONLY ON THE BASIS OF THE INFORMATION
CONTAINED IN AND INCORPORATED BY REFERENCE INTO THE PROSPECTUS.
COPIES OF THE PROSPECTUS ARE AVAILABLE AT THE REGISTERED OFFICE OF
ENQUEST PLC AND ON ITS WEBSITE AT WWW.ENQUEST.COM.
22 October 2018
EnQuest PLC
Results of the Rump Placing
Following the announcement on 22 October 2018 regarding valid
acceptances received under the Rights Issue, EnQuest PLC ("EnQuest"
or the "Company") is pleased to announce that J.P. Morgan
Securities plc (which conducts its investment banking activities in
the United Kingdom as J.P. Morgan Cazenove, "J.P. Morgan Cazenove")
and Merrill Lynch International ("BofA Merrill Lynch" and, together
with J.P. Morgan Cazenove, the "Joint Bookrunners") have procured
subscribers for 22,844,224 New Ordinary Shares not validly taken up
in the Rights Issue at a price of 28 pence per New Ordinary Share,
representing approximately 4.5% of the total number of New Ordinary
Shares offered pursuant to the Rights Issue.
The net proceeds from the placing of such New Ordinary Shares,
after the deduction of the Issue Price of 21 pence per New Ordinary
Share and the related expenses of procuring subscribers (including
any applicable brokerage and commissions and amounts in respect of
VAT) will be paid (without interest) to Qualifying Shareholders
whose rights have lapsed in accordance with the terms of the Rights
Issue pro rata to their lapsed provisional allotments except that
individual amounts of less than GBP5.00 or SEK 56 per holding will
not be paid to such persons but will be aggregated and retained for
the benefit of the Company. Capitalised terms used in this
announcement have the meaning given to them in the Prospectus.
For further information please contact:
EnQuest PLC Tel: +44 (0)20 7925 4900
Amjad Bseisu (Chief Executive)
Jonathan Swinney (Chief Financial Officer)
Ian Wood (Communications & Investor Relations)
Tulchan Communications Tel: +44 (0)20 7353 4200
Martin Robinson
Martin Pengelley
IMPORTANT NOTICE
This announcement has been issued by and is the sole
responsibility of EnQuest. The information contained in this
announcement is for background purposes only and does not purport
to be full or complete. No reliance may or should be placed by any
person for any purpose whatsoever on the information contained in
this announcement or on its accuracy or completeness. The
information in this announcement is subject to change.
THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND DOES NOT CONSTITUTE A
PROSPECTUS OR PROSPECTUS EQUIVALENT DOCUMENT. NOTHING HEREIN SHALL
CONSTITUTE AN OFFERING OF SECURITIES. ANY DECISION TO PURCHASE,
SUBSCRIBE FOR, OTHERWISE ACQUIRE, SELL OR OTHERWISE DISPOSE OF THE
SECURITIES REFERRED TO IN THIS ANNOUNCEMENT MUST BE MADE ONLY ON
THE BASIS OF THE INFORMATION CONTAINED IN AND INCORPORATED BY
REFERENCE INTO THE PROSPECTUS. COPIES OF THE PROSPECTUS ARE
AVAILABLE AT THE REGISTERED OFFICE OF ENQUEST PLC AND ON ITS
WEBSITE AT WWW.ENQUEST.COM.
The Prospectus is not, subject to certain exceptions, available
(through the website or otherwise) to Shareholders and prospective
investors in the United States, Australia, Canada, Japan and the
Republic of South Africa (each an "Excluded Territory"). Neither
the content of EnQuest's website nor any website accessible by
hyperlinks on EnQuest's website is incorporated in, or forms part
of, this announcement. The Prospectus provides further details of
the securities referred to in this announcement that are being
offered pursuant to the Rights Issue.
This announcement does not contain or constitute an offer to
sell or the solicitation of an offer to purchase securities to any
person with a registered address in, or who is resident in, any
Excluded Territory or in any jurisdiction in which such an offer or
solicitation is unlawful. None of the securities referred to in the
announcement have been or will be registered under the relevant
laws of any state, province or territory in any Excluded Territory.
Subject to certain limited exceptions, none of these materials will
be released, published, distributed or forwarded in or into any
Excluded Territory.
This announcement does not contain or constitute an offer for
sale or the solicitation of an offer to purchase securities in the
United States. The securities referred to in this announcement have
not been and will not be registered under the Securities Act of
1933, as amended (the "Securities Act") or under any securities
laws of any state or other jurisdiction of the United States and
may not be offered, sold, taken up, exercised, resold, renounced,
transferred or delivered, directly or indirectly, within the United
States except pursuant to an applicable 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. There
will be no public offer of securities in the United States.
This announcement is for information purposes only and is not
intended to and does not constitute or form part of any offer or
invitation to purchase or subscribe for, or any solicitation to
purchase or subscribe for, any securities in any jurisdiction. No
offer or invitation to purchase or subscribe for, or any
solicitation to purchase or subscribe for, any securities will be
made in any jurisdiction in which such an offer or solicitation is
unlawful. The information contained in this announcement is not for
release, publication or distribution to persons in the United
States or any other Excluded Territory, and should not be
distributed, forwarded to or transmitted in or into any
jurisdiction, where to do so might constitute a violation of local
securities laws or regulations.
This announcement has been prepared in accordance with English
law, the EU Market Abuse Regulation and the Disclosure Guidance and
Transparency Rules of the Financial Conduct Authority and
information disclosed may not be the same as that which would have
been prepared in accordance with the laws of jurisdictions outside
England.
The distribution of this announcement into jurisdictions other
than the United Kingdom and Sweden may be restricted by law, and,
therefore, persons into whose possession this announcement comes
should inform themselves about and observe any such restrictions.
Any failure to comply with any such restrictions may constitute a
violation of the securities laws of such jurisdiction. In
particular, subject to certain exceptions, this announcement, the
Prospectus and the Provisional Allotment Letters should not be
distributed, forwarded to or transmitted in or into the United
States or any other Excluded Territory.
Recipients of this announcement and/ or the Prospectus should
conduct their own investigation, evaluation and analysis of the
business, data and property described in this announcement and the
Prospectus. This announcement does not constitute a recommendation
concerning any investor's options with respect to the Rights Issue.
The price and value of securities can go down as well as up. Past
performance is not a guide to future performance. The contents of
this announcement are not to be construed as legal, business,
financial or tax advice. Each investor or prospective investor
should consult his, her or its own legal adviser, business adviser,
financial adviser or tax adviser for legal, financial, business or
tax advice.
Notice to all investors
J.P. Morgan Securities plc (which conducts its investment
banking activities in the United Kingdom as J.P. Morgan Cazenove,
"J.P. Morgan Cazenove"), which is authorised by the Prudential
Regulatory Authority ("PRA") and regulated in the UK by the
Financial Conduct Authority ("FCA") and the PRA, is acting
exclusively for the Company and no one else in connection with the
contents of this announcement, the Rights Issue, the Proposed
Transactions, Admission or any other matters referred to in this
announcement and will not regard any other person (whether or not a
recipient of this announcement) as a client in relation to the
Rights Issue, the Proposed Transactions, Admission or any other
matters referred to in this announcement and will not be
responsible for providing the protections afforded to its clients
nor for giving advice in relation to the contents of this
announcement, the Rights Issue, the Proposed Transactions,
Admission or any other matter or arrangement referred to in this
announcement.
Merrill Lynch International ("BofA Merrill Lynch"), which is
authorised by the PRA and regulated in the UK by the FCA and the
PRA, is acting exclusively for the Company and no one else in
connection with the contents of this announcement, the Rights
Issue, Admission or any other matters referred to in this
announcement and will not regard any other person (whether or not a
recipient of this announcement) as its respective clients in
relation to the Rights Issue, Admission or any other matters
referred to in this announcement and will not be responsible for
providing the protections afforded to its respective clients nor
for giving advice in relation to the contents of this announcement,
the Rights Issue, Admission or any other matter or arrangement
referred to in this announcement.
Save for the sponsor's responsibilities of J.P. Morgan Cazenove
under the UK Financial Services and Markets Act 2000 (as amended),
none of BofA Merrill Lynch, J.P. Morgan Cazenove or any of their
respective affiliates assumes any responsibility for the accuracy,
completeness or verification, or concerning any other statement
made or purported to be made by it, or on its behalf, in connection
with the Company or the Rights Issue. No representation or
warranty, express or implied, is made by BofA Merrill Lynch, J.P.
Morgan Cazenove or any of their respective affiliates as to the
accuracy, completeness or verification of the information set forth
in this announcement and nothing contained in this announcement is,
or shall be relied upon as, a promise or representation in this
respect, whether as to the past or future. Each of BofA Merrill
Lynch, J.P. Morgan Cazenove and their respective affiliates
accordingly disclaims to the fullest extent permitted by applicable
law all and any responsibility and liability whether arising in
tort, contract or otherwise (save as referred to herein) which they
might otherwise have in respect of this announcement or any such
statement.
No person has been authorised to give any information or to make
any representations other than those contained in this announcement
and the Prospectus and, if given or made, such information or
representations must not be relied on as having been authorised by
EnQuest or J.P. Morgan Cazenove or BofA Merrill Lynch. Subject to
the Listing Rules, the Prospectus Rules and the Disclosure Guidance
and Transparency Rules of the Financial Conduct Authority, the
issue of this announcement shall not, in any circumstances, create
any implication that there has been no change in the affairs of
EnQuest since the date of this announcement or that the information
in it is correct as at any subsequent date.
J.P. Morgan Cazenove and BofA Merrill Lynch and their respective
affiliates, acting as investors for their own accounts, may, in
accordance with applicable legal and regulatory provisions, engage
in transactions in relation to the New Ordinary Shares and/or
related instruments for their own account for the purpose of
hedging their underwriting exposure or otherwise. Accordingly,
references in the Prospectus to the New Ordinary Shares being
issued, offered, subscribed, acquired, placed or otherwise dealt in
should be read as including any issue or offer to, or subscription,
acquisition, placing or dealing by, J.P. Morgan Cazenove and BofA
Merrill Lynch and any of their respective affiliates acting as
investors for their own accounts. Except as required by applicable
law or regulation, J.P. Morgan Cazenove and BofA Merrill Lynch do
not propose to make any public disclosure in relation to such
transactions.
The Joint Bookrunners and their respective affiliates have from
time to time engaged in, and may in future engage in, various
commercial banking, investment banking and financial advisory
transactions and services in the ordinary course of their business
with the Company. They have received and will receive customary
fees and commissions for these transactions and services. In
addition, an affiliate of BofA Merrill Lynch and an affiliate of
J.P. Morgan Cazenove are SFA Lenders and each such affiliate may
have performed its own credit analysis on the Company. The Company
does not intend to use proceeds from the Rights Issue to repay bank
debt.
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
IOELLFLDIVLFFIT
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