TIDMAA4
RNS Number : 6942Q
Amedeo Air Four Plus Limited
01 March 2016
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, TO US PERSONS OR INTO OR WITHIN
THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR, WITHIN THE EEA,
OUTSIDE THE UNITED KINGDOM. THE INFORMATION CONTAINED HEREIN DOES
NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN THE UNITED
STATES, AUSTRALIA, CANADA, SOUTH AFRICA OR JAPAN OR ANY
JURISDICTION IN WHICH SUCH AN OFFER OR SOLICITATION IS
UNLAWFUL.
AMEDEO AIR FOUR PLUS LIMITED
(the "Company")
Announcement of Second Placing under the Company's Placing
Programme
1 March 2016
Further to the announcement made by the Company dated 12
February 2016, the Company is pleased to announce details of the
issue of New Shares in a second tranche of its Placing Programme
(the "Second Placing"), the proceeds of which will be used to
acquire a sixth Airbus A380 aircraft (the "Sixth Asset").
On 3 December 2015 the Company published a prospectus (the
"Prospectus") in connection with the proposed admission of up to
100,000,000 new redeemable ordinary Shares of no par value in the
capital of the Company pursuant to the Placing Programme.
Capitalised terms not otherwise defined in this announcement shall
have the meanings ascribed to them in the Prospectus.
Investment Objective and Policy
The Company's investment objective is to obtain income returns
and a capital return for its Shareholders by acquiring, leasing and
then selling aircraft. To pursue its investment objective, the
Company will seek to use the net proceeds of placings and/or other
equity capital raisings, together with financing facilities (or
instruments), to acquire wide body, or other, aircraft, which will
be leased to one or more major airlines.
The Assets
The Company was listed on the Specialist Fund Market on 13 May
2015 (the "IPO"). Following the completion of its IPO, the Company
acquired four Airbus A380 aircraft ("Existing Assets"), which have
been leased to Emirates Airlines.
Since the admission of New Shares issued pursuant to the First
Placing, the Company has acquired a fifth Airbus A380 aircraft, as
described in the announcement made by the Company dated 19 February
2016 (the "Fifth Asset"). Following admission of the New Shares
pursuant to the Second Placing, the Company intends to acquire the
Sixth Asset, with delivery expected in April 2016 (together with
the Fifth Asset and the Existing Assets, the "Assets").
The Assets are, or will be, leased to Emirates Airlines for a
term of 12 years, with fixed lease rentals (the "Leases"). Under
the terms of the Leases, Emirates Airlines will bear the cost of
repair and maintenance of the Assets and will be required at its
own cost to insure each Asset against both damage and third party
liability. At the end of the Leases, Emirates Airlines will be
required to redeliver the Assets in full-life physical condition or
alternatively by a combination of redelivery in a specified minimum
physical condition, as set out in each Lease, plus cash
compensation (payable by Emirates Airlines) which together with the
aircraft sales proceeds amounts to the appraised (forecast) asset
value in full-life condition.
Income Distributions
The Company receives, or will receive, income in the form of
lease rentals for each Asset.
The Company is targeting a distribution to investors of 2.0625
pence per Share per quarter (amounting to a yearly distribution of
8.25 per cent., pro rated from the date of completion of the
Company's IPO to 31 December 2015, based on the IPO issue price of
100 pence per Share) at least until such time as any aircraft other
than the Assets are acquired. Following the completion of its IPO,
the Company has declared three quarterly dividends of 2.0625 pence
per Share in July and October 2015 and in January 2016, amounting
to a total distribution of 6.1875 pence per Share to investors
since launch. Income distributions are currently being made to
Shareholders quarterly and, subject to compliance with applicable
laws and regulations, it is anticipated that such income
distributions will continue to be made on a quarterly basis, with
the next distribution expected to be declared in April 2016.
Future acquisitions
After the acquisition of the Sixth Asset, the Company's articles
of incorporation provide that the Company may only acquire further
aircraft with the approval of Shareholders by ordinary resolution
in relation to each proposed acquisition. In such circumstances, it
is the current intention of the Directors to offer Shareholders the
opportunity to participate in the equity financing of such further
acquisitions on a broadly pre-emptive basis, although other
approaches to the equity financing may also be considered and
pursued if the Directors consider it appropriate to do so.
The Placing Programme
The Placing Programme opened on 3 December 2015 and will close
on 2 December 2016, and comprises two placings. Under the First
Placing, which successfully completed in December 2015, the Company
issued 47,000,000 New Shares at an issue price of 100 pence per New
Share, which were admitted to trading on the Specialist Fund
Market.
Up to a maximum of 53,000,000 New Shares are being marketed and
made available under the Second Placing. New Shares will be issued
under the Second Placing at a price of 101 pence per New Share (the
"Issue Price") and will be denominated in Sterling.
The Second Placing
On the basis that 53,000,000 New Shares are issued under the
Second Placing, the gross proceeds of the Second Placing will be
GBP53,530,000. The expenses of the Company incurred in connection
with the Second Placing are not expected to exceed 1.1 per cent. of
the Second Placing Proceeds which, assuming Second Placing Proceeds
of GBP53,530,000 are achieved, will amount to GBP578,000. On that
basis, the Net Placing Proceeds of the Second Placing are estimated
to be GBP52,952,000 and the Required Financing to be funded from
the Sixth Asset Finance Agreements (or any other form of financing)
is expected to be approximately US$205,000,000.
If fully subscribed, the Second Placing will increase the
Company's net assets by approximately GBP52,952,000. The Company
will not proceed with the Second Placing if the Net Placing
Proceeds would be less than GBP52,952,000, being the Placing Amount
for the Second Placing.
Following completion of the Second Placing, if fully subscribed
at the Issue Price, a Shareholder holding 1.00 per cent. of the
Company's issued share capital who does not subscribe for any New
Shares pursuant to the Second Placing would hold Shares
representing approximately 0.82 per cent. of the Company's issued
share capital.
Nimrod Capital LLP (which is authorised and regulated by the
FCA) has been appointed as the placing agent by the Company in
relation to the Placing Programme. In connection with the Second
Placing, the Company shall pay Nimrod an additional fee
representing approximately 0.80 per cent. of the Second Placing
Proceeds, assuming Second Placing Proceeds of GBP53,530,000 are
achieved.
Expected Timetable for the Second 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 notified to the
Financial Conduct Authority and the London Stock Exchange.
References to a time of day are to London time.
Event Date
-------------------------------- ----------------------
Latest time and date for 3.00 p.m. on 10 March
commitments under the Second 2016
Placing
-------------------------------- ----------------------
Result of Second Placing 11 March 2016
announced
-------------------------------- ----------------------
Unconditional dealings in 8.00 a.m. on 15 March
New Shares issued pursuant 2016
to the Second Placing commence
on Specialist Fund Market
-------------------------------- ----------------------
Crediting of CREST stock 15 March 2016
accounts in respect of the
New Shares issued pursuant
to the Second Placing
-------------------------------- ----------------------
Prospectus
Copies of the Prospectus are available for inspection at the
registered office of the Company, the offices of Herbert Smith
Freehills LLP, Exchange House, Primrose Street, London EC2A 2EG and
the offices of Nimrod Capital LLP, 3 St Helen's Place, London EC3A
6AB during normal business hours on any weekday (Saturdays and
Public Holidays excepted) until 3 December 2016, and will also be
available on the Company's website at
http://aa4plus.com/investors-regulatory-news/.
For further information please contact:
Nimrod Capital LLP + 44 (0) 207 382 4565
Richard Bolchover
Important Information
This announcement is an advertisement and not a prospectus and
investors should not subscribe for or purchase any shares referred
to in this announcement except on the basis of information in the
prospectus published by the Company, dated 3 December 2015, in
connection with the admission of the shares in the capital of the
Company to trading on the Specialist Fund Market of the London
Stock Exchange plc pursuant to the Placing Programme (the
"Prospectus"). Copies of the Prospectus are available from the
Company's registered office.
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