TIDMLXI
RNS Number : 8753R
LXI REIT PLC
11 March 2021
11 March 2021
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, NEW ZEALAND,
CANADA, SINGAPORE, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY
MEMBER STATE OF THE EEA (OTHER THAN ANY MEMBER STATE OF THE EEA
WHERE THE COMPANY'S SECURITIES MAY BE LEGALLY MARKETED), OR ANY
OTHER JURISDICTION WHERE SUCH DISTRIBUTION IS UNLAWFUL, OR TO ANY
NATIONAL, RESIDENT OR CITIZEN OF THE UNITED STATES, AUSTRALIA, NEW
ZEALAND, CANADA, SINGAPORE, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR
ANY MEMBER STATE OF THE EEA
This announcement does not constitute, and may not be construed
as, an offer to sell or an invitation or recommendation to
purchase, sell or subscribe for any securities or investments of
any description, or a recommendation regarding the issue or the
provision of investment advice by any party.
LXi REIT plc
(the "Company" or "LXi REIT")
Result of Initial Issue
Further to its announcements on 18 February 2021, the Board of
Directors (the "Board") of LXi REIT (ticker: LXI), the specialist
inflation-protected long income REIT, is pleased to announce the
results of its Initial Issue (the "Initial Issue").
The Board, taking into account the strength of the Company's
near term investment pipeline, has determined to increase the size
of the Initial Issue to approximately GBP125 million (from
approximately GBP75 million), and, accordingly the Company will
issue a total of 100,401,606 ordinary shares ("New Ordinary
Shares") at the Issue Price of 124.50 pence per New Ordinary
Share.
The Initial Issue of New Ordinary Shares will be split as
follows:
-- 48,212,689 New Ordinary Shares under the Open Offer
(including the Excess Application Facility), raising gross proceeds
of approximately GBP60 million;
-- 49,581,239 New Ordinary Shares under the Initial Placing,
raising gross proceeds of approximately GBP62 million;
-- 1,726,331 New Ordinary Shares under the Offer for
Subscription, raising gross proceeds of approximately GBP2 million;
and
-- 881,347 New Ordinary Shares under the Intermediaries Offer,
raising gross proceeds of approximately GBP1 million.
All valid applications received under the Open Offer will be met
in full.
Commenting on today's announcement, Stephen Hubbard, Chairman of
LXi REIT plc, said:
" We are delighted by the success of this significantly
oversubscribed Initial Issue and, on behalf of the Directors and
the Investment Adviser, I would like to thank existing shareholders
for their strong support and welcome a range of new investors to
the Company. In light of the strength of investor demand and
reflecting our confidence in both the depth and near-term
availability of our investment pipeline we have increased the size
of the Initial Issue to GBP125 million.
The proceeds of this fundraise will allow us to capitalise in
short order on the significant identified pipeline of additional
assets diversified across a range of defensive and structurally
supported sub-sectors and let to high-quality tenant covenants.
These are expected to be accretive and further strengthen and
diversify our portfolio. We look forward to updating shareholders
as we execute on these attractive investment opportunities . "
Terms not otherwise defined in this announcement have the
meanings given to them in the prospectus published by the Company
on 18 February 2021 (the "Prospectus").
Applications have been made for admission of the New Ordinary
Shares to the premium segment of the Official List of the Financial
Conduct Authority and to trading on the premium segment of the
London Stock Exchange plc's main market ("Admission"). It is
expected that Admission will occur at 8.00 a.m. on 15 March
2021.
Following the Initial Issue, the Company's issued share capital
will comprise 621,827,616 Ordinary Shares and this is the total
number of Ordinary Shares with voting rights in the Company. This
figure ( 621,827,616 ) may be used by shareholders as the
denominator for the calculations by which they will determine if
they are required to notify their interest in, or a change to their
interest in, the Company under the Financial Conduct Authority's
Disclosure Guidance and Transparency Rules.
FOR FURTHER INFORMATION, PLEASE CONTACT:
LXI REIT Advisors Limited Via Maitland/AMO
John White
Simon Lee
Freddie Brooks
Peel Hunt LLP (Sponsor, Joint Global Co-ordinator,
Joint Broker, Joint Bookrunner and Intermediaries
Offer Adviser)
Luke Simpson, Liz Yong, Tom Pocock (IBD)
Alex Howe, Chris Bunstead (Sales)
Alistair Boyle (Intermediaries)
Al Rae, Sohail Akbar (Syndicate) 020 7418 8900
---------------------------------
J efferies International Limited and Jefferies
GmbH (Joint Global Co-ordinator, Joint Broker
and Joint Bookrunner)
Ed Matthews
Tom Yeadon 020 7029 8000
---------------------------------
Maitland/AMO (Communications Adviser) 07747 113 930
James Benjamin lxireit-maitland@maitland.co.uk
---------------------------------
The Company's LEI is: 2138008YZGXOKAXQVI45
NOTES:
LXI REIT plc invests in UK commercial property assets let, or
pre-let, on very long (typically 20 to 30 years to expiry or first
break), inflation-linked leases to a wide range of strong tenant
covenants across a diverse range of robust property sectors.
The Company may invest in fixed-price forward funded
developments, provided they are pre-let to an acceptable tenant and
full planning permission is in place. The Company will not
undertake any direct development activity nor assume direct
development risk.
The Company, a real estate investment trust ("REIT")
incorporated in England and Wales, 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 of the London Stock
Exchange in February 2017.
The Company is a constituent of the FTSE 250, FTSE EPRA/NAREIT
and MSCI indices.
Disclaimer
This announcement does not constitute, and may not be construed
as, an offer to sell or an invitation to purchase investments of
any description or a recommendation regarding the issue or the
provision of investment advice by any party. No information set out
in this announcement is intended to form the basis of any contract
of sale, investment decision or any decision to purchase shares in
the Company.
This announcement is not for release, publication or
distribution, directly or indirectly, in or into the United States
(including its territories and possessions, any state of the United
States and the District of Columbia, collectively, the "United
States"). This announcement is not an offer of securities for sale
in or into the United States. The New Ordinary Shares have not
been, and will not be, registered under the US Securities Act 1933,
as amended (the "US Securities Act"), or with any securities
regulatory authority of any state or other jurisdiction of the
United States, and may not be offered or sold into or within the
United States, absent registration under, or except pursuant to an
exemption from the registration requirements of, the US Securities
Act, and in compliance with any applicable securities laws of any
state or other jurisdiction in the United States. No public
offering of securiteis is being made in the United States.
In addition the Company has not been and will not be registered
under the US Investment Company Act of 1940, as amended.
Further, this announcement is not for release, publication or
distribution into Australia, New Zealand, Canada, Singapore, the
Republic of South Africa, Japan or any member state of the EEA
(other than any member state of the EEA where the Company's
securities may be lawfully marketed) or any other jurisdiction
where such distribution is unlawful.
The distribution of this announcement may be restricted by law
in certain jurisdictions and persons into whose possession any
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. Each of
Peel Hunt LLP ("Peel Hunt"), Jefferies International Limited, both
of which are authorised and regulated in the United Kingdom by the
FCA, and Jefferies GmbH, registered in Germany and authorised and
regulated by the Bundesanstalt für Finanzdienstleistungsaufsicht
(together, Jefferies International Limited and Jefferies GmbH,
being "Jefferies"), is acting exclusively for the Company and for
no-one else and will not regard any other person (whether or not a
recipient of this announcement or the Prospectus) as its client in
relation to the Initial Issue, the Share Issuance Programme and the
other arrangements referred to in the Prospectus and will not be
responsible to anyone other than the Company for providing the
protections afforded to its clients, nor for providing advice in
connection with the Initial Issue, the Share Issuance Programme,
any Admission and the other arrangements referred to in this
announcement and in the Prospectus.
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. Figures refer to past performance and past
performance is not a reliable indicator of future results. Returns
may increase or decrease as a result of currency fluctuations.
This announcement contains forward looking statements,
including, without limitation, statements including the words
"believes", "estimates", "anticipates", "expects", "intends",
"may", "will" or "should" or, in each case, their negative or other
variations or comparable terminology. Such forward looking
statements involve unknown risks, uncertainties and other factors
which may cause the actual results, financial condition,
performance or achievements of the Company, or industry results, to
be materially different from any future results, performance or
achievements expressed or implied by such forward-looking
statements.
These forward-looking statements speak only as at the date of
this announcement and cannot be relied upon as a guide to future
performance. The Company, the Investment Advisor, the AIFM, Peel
Hunt and Jefferies expressly disclaim any obligation or undertaking
to update or revise any forward-looking statements contained herein
to reflect actual results or any change in the assumptions,
conditions or circumstances on which any such statements are based
unless required to do so by the Financial Services and Markets Act
2000, the Prospectus Regulation Rules of the Financial Conduct
Authority, the UK Market Abuse Regulation or other applicable laws,
regulations or rules.
The information in this announcement is for background purposes
only and does not purport to be full or complete. None of Peel Hunt
or Jefferies, or any of their respective affiliates, accepts any
responsibility or liability whatsoever for, or makes any
representation or warranty, express or implied, as to this
announcement, including the truth, accuracy or completeness of the
information in this announcement (or whether any information has
been omitted from the announcement) or any other information
relating to the Company or associated companies, whether written,
oral or in a visual or electronic form, and howsoever transmitted
or made available or for any loss howsoever arising from any use of
the announcement or its contents or otherwise arising in connection
therewith. Peel Hunt and Jefferies, and their affiliates,
accordingly disclaim all and any liability whether arising in tort,
contract or otherwise which they might otherwise be found to have
in respect of this announcement or its contents or otherwise
arising in connection therewith.
In connection with the Initial Issue and/or any Subsequent
Issue, Peel Hunt and/or Jefferies, and any of their affiliates, may
take up a portion of the New Ordinary Shares as a principal
position and in that capacity may retain, purchase, sell, offer to
sell for their own accounts such New Ordinary Shares and other
securities of the Company or related investments in connection with
the Initial Issue, relevant Subsequent Issue 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, Peel Hunt
and any of its affiliates and/or Jefferies and any of its
affiliates acting in such capacity. In addition Peel Hunt and/or
Jefferies, and any of their affiliates may enter into financing
arrangements (including swaps or contracts for differences) with
investors in connection with which Peel Hunt and/or Jefferies, and
any of their affiliates may from time to time acquire, hold or
dispose of Ordinary Shares. Peel Hunt and Jefferies do not intend
to disclose the extent of any such investment or transactions
otherwise than in accordance with any legal or regulatory
obligations to do so.
Information to Distributors
Solely for the purposes of the product governance requirements
contained within: (a) the UK's implementation of EU Directive
2014/65/EU on markets in financial instruments, as amended ("UK
MiFID II"); and (b) the UK's implementation of Articles 9 and 10 of
Commission Delegated Directive (EU) 2017/593 supplementing UK MiFID
II, and in particular Chapter 3 of the Product Intervention and
Product Governance Sourcebook of the FCA (together, the "MiFID II
Product Governance Requirements"), and disclaiming all and any
liability whether arising in tort, contract or otherwise, which any
"manufacturer" (for the purposes of the MiFID II Product Governance
Requirements) may otherwise have with respect thereto, the New
Ordinary Shares have been subject to a product approval process,
which has determined that such securities are: (i) compatible with
an end target market of retail investors and investors who meet the
criteria of professional clients and eligible counterparties, each
as defined in UK MiFID II; and (ii) eligible for distribution
through all distribution channels as are permitted by UK MiFID II
(the "Target Market Assessment"). Notwithstanding the Target Market
Assessment, distributors (such term to have the same meaning as in
the MiFID II Product Governance Requirements) should note that: the
market price of the New Ordinary Shares may decline and investors
could lose all or part of their investment; the New Ordinary Shares
offer no guaranteed income and no capital protection; and an
investment in the New Ordinary Shares is compatible only with
investors who do not need a guaranteed income or capital
protection, who (either alone or in conjunction with an appropriate
financial or other adviser) are capable of evaluating the merits
and risks of such an investment and who have sufficient resources
to be able to bear any losses that may result therefrom. The Target
Market Assessment is without prejudice to the requirements of any
contractual, legal or regulatory selling restrictions in relation
to the Inital Issue and/or Share Issuance Programme. Furthermore,
it is noted that, notwithstanding the Target Market Assessment,
Peel Hunt and Jefferies have only and will only procure investors
(pursuant to the Initial Issue and Share Issuance Programme) who
meet the criteria of professional clients and eligible
counterparties. For the avoidance of doubt, the Target Market
Assessment does not constitute: (a) an assessment of suitability or
appropriateness for the purposes of UK MiFID II; or (b) a
recommendation to any investor or group of investors to invest in,
or purchase, or take any other action whatsoever with respect to
the New Ordinary Shares. Each distributor is responsible for
undertaking its own target market assessment in respect of the New
Ordinary Shares and determining appropriate distribution
channels.
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END
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