Contemplated repurchase of the net share
settled bond convertible into new shares and/or exchangeable for
existing shares due January 1st, 2022 (the “2022 ORNANEs”)
Regulatory News:
These materials are not an offer for sale of Tikehau Capital
(Paris:TKO) shares in the United States or in any other
jurisdiction. Tikehau Capital shares may not be sold in the United
States absent registration or an exemption from registration under
the U.S. Securities Act of 1933, as amended. Tikehau Capital does
not intend to register in the United States any portion of the
offering or to conduct a public offering of the shares in the
United States.
Contemplated share capital
increase
Tikehau Capital (the “Company”) announces today its
intention to proceed, subject to certain conditions1, with a share
capital increase opened to all shareholders for a minimum amount of
€500 million (the “Capital Increase”). The Capital Increase
is expected to be completed at a price of €22 per new share of the
Company.
The contemplated Capital Increase will provide Tikehau Capital
with additional resources to finance its next phase of development
and to accelerate its growth.
In an Alternative Asset Management industry consolidating around
two profiles of players (multi-strategy asset management companies
and specialized boutiques) the Company intends to:
- grow its asset management business and
realize attractive returns on capital through the combination of
balance sheet and asset management;
- pursue organic growth of existing and
new strategies in order to reach the objective of €20 billion of
assets under management by 2020; and
- capitalize on critical mass and market
visibility and credibility to accelerate opportunities in M&A
across both existing and new strategies and geographies.
Tikehau Capital has already received strong indications of
interest from certain current shareholders and other institutional
investors in the context of the proposed Capital Increase. Tikehau
Capital’s controlling shareholders2 held by the founders and
management intend to participate to the Capital Increase for an
aggregate amount of €165 million.
Tikehau Capital’s decision to effectively proceed with the
transaction could be taken quickly, but remains subject to market
conditions and the approval by the AMF of the Prospectus. Subject
to the above, the final terms of the Capital Increase will be set
out in the Prospectus approved by the AMF and announced following
the AMF’s approval.
Before taking any decision to invest in Tikehau Capital
securities (or, if applicable, any decision to participate in the
Capital Increase), investors are invited to carefully review the
risk factors presented in Section III (Risk factors) of Tikehau
Capital’s Reference Document for 2016 and those that would, in due
course, be presented in Section 2 of the securities note. Tikehau
Capital’s 2016 Reference Document is available on the Company’s
website (www.tikehaucapital.com/en).
A Company presentation is also available on the website of the
Company (www.tikehaucapital.com/en/publications).
The Company is advised by Natixis, CITIGROUP, BNP Paribas and
Morgan Stanley.
Contemplated repurchase of the 2022
ORNANEs (ISIN: FR0013230620)
Tikehau Capital has received indications of interests from
holders of 2022 ORNANEs wishing to tender for repurchase
approximately 79% of the 2022 ORNANEs initially issued. Tikehau
Capital intends to execute such repurchases in off-market
transactions (the “Repurchases”).
Once those transactions are settled, and in order to ensure that
all holders of 2022 ORNANEs are treated equally, Tikehau Capital
will launch a repurchase procedure through a standing repurchase
order at the same price paid for the Repurchases, for a period of 5
business days. Holders of 2022 ORNANEs wishing to participate will
have to contact their financial intermediary.
At completion of the repurchase operations described above, the
total number of 2022 ORNANEs so repurchased will be announced in a
press release by Tikehau Capital and they will be cancelled in
accordance with their terms and conditions.
Tikehau Capital further informs holders of 2022 ORNANEs that,
pursuant to the terms and conditions of the ORNANEs 2022, any
notification of exercise of their conversion right received after
19 June 2017 will be settled in cash only.
About Tikehau Capital:
Tikehau Capital is an asset management and investment group
which manages €10.3bn of assets, with shareholders’ equity of
€1.5bn. The Group invests in various asset classes (private debt,
real-estate, private equity and liquid strategies), including
through its asset management subsidiary Tikehau IM, on behalf of
institutional and private investors. Controlled by its managers,
alongside leading institutional partners, Tikehau Capital employs
170 staff in its Paris, London, Brussels, Madrid, Milan, Seoul and
Singapore offices.
Tikehau Capital is listed on the regulated market of Euronext in
Paris, Compartment A (ISIN code: FR0013230612; Ticker: TKO.FP)
www.tikehaucapital.com
Disclaimers
This press release and the information contained herein do not
constitute an offer to sell or purchase, or the solicitation of an
offer to sell or purchase, securities of Tikehau Capital.
No communication or information relating to the contemplated
Capital Increase may be distributed to the public in any
jurisdiction (other than France) in which registration or approval
is required. No action has been (or will be) undertaken in any
jurisdiction outside of France where such steps would be required.
The subscription for or purchase of securities of Tikehau Capital
may be subject to legal or statutory restrictions in certain
jurisdictions. Tikehau Capital assumes no responsibility for any
violation of such restrictions by any person. The distribution of
this press release in certain jurisdictions may be restricted by
law.
This press release does not constitute a prospectus within the
meaning of Directive 2003/71/EC as amended (the "Prospectus
Directive").
The rights issue will be open to the public in France
only
With respect to each member State of the European Economic Area
other than France (the "Member State"), no action has been
undertaken or will be undertaken to make an offer to the public of
securities requiring a publication of a prospectus in any Member
State. As a result, the securities of Tikehau Capital may only be
offered in the Member States (a) to qualified investors, as defined
by the Prospectus Directive; or (b) in any other circumstances, not
requiring Tikehau Capital to publish a prospectus as provided under
Article 3(2) of the Prospectus Directive.
For the purposes of this paragraph, "securities offered to
the public" in a given Member State means any communication, in
any form and by any means, of sufficient information about the
terms and conditions of the offer and the securities so as to
enable an investor to make a decision to buy or subscribe for the
securities, as the same may be varied in that Member State.
The above selling restrictions are in addition to any other
selling restrictions which may be applicable in the Member
States.
The distribution of this press release is directed only at (i)
persons outside the United Kingdom, subject to applicable laws, or
(ii) persons having professional experience in matters relating to
investments who fall within the definition of "investment
professionals" in Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 as amended (the
"Order") or (iii) high net worth bodies corporate,
unincorporated associations and partnerships and trustees of high
value trusts as described in Article 49(2) (a) to (d) of the Order
(all such persons together being referred to as “relevant
persons”). The rights issue will only be available to, and any
invitation, offer or agreement to subscribe, purchase or otherwise
acquire such rights will be engaged in only with, relevant persons.
Any person who is not a relevant person should not act or rely on,
this press release or any information contained herein.
This press release does not constitute an offer or invitation to
sell or purchase, or a solicitation of any offer to purchase or
subscribe for, any securities of Tikehau Capital in the United
States of America. Securities may not be offered, subscribed or
sold in the United States of America absent registration under the
U.S. Securities Act of 1933, as amended (the "U.S. Securities
Act"), except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements thereof.
The securities of Tikehau Capital have not been and will not be
registered under the U.S. Securities Act and Tikehau Capital does
not intend to make a public offer of its securities in the United
States of America.
The diffusion of this press release in certain countries may be
prohibited under applicable law.
This press release may not be published, transmitted or
distributed, directly or indirectly, and does not constitute an
offer of securities, in the United-States (including in the
territories and dependencies and in any State of the United
States), in Canada, in Australia, or in Japan.
1 Subject to market conditions and the approval by the Autorité
des marchés financiers (“AMF”) of a prospectus related to
the contemplated Capital Increase (the “Prospectus”).2
Namely Tikehau Capital Advisors and Fakarava Capital
View source
version on businesswire.com: http://www.businesswire.com/news/home/20170618005132/en/
Press Contacts:Tikehau
Capital :Julien Sanson, +33 1 40 06 18
40jsanson@tikehaucapital.comorImage 7 :Leslie Jung, + 44 781 864 18
03ljung@image7.uk.com
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