RNS Number:7606T
Deutsche Bank AG London
27 March 2007


   NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION INTO OR IN THE UNITED STATES,
              CANADA, AUSTRALIA, THE REPUBLIC OF IRELAND OR JAPAN


PROPOSED SECONDARY PLACING OF ORDINARY SHARES IN JUST RETIREMENT (HOLDINGS) PLC
                              ("JUST RETIREMENT")


Langholm Capital, the private equity group, announces that it has appointed
Deutsche Bank AG, London Branch ("Deutsche Bank" or the "Manager") as placing
agent to conduct an accelerated bookbuilt secondary placing to institutional
investors of approximately 30 million ordinary shares in Just Retirement,
representing in aggregate approximately 10 per cent. of the issued share capital
of Just Retirement (the "Placing"), subject to demand, price and market
conditions.


The proposed sellers of the ordinary shares which are the subject of the Placing
are funds advised by Langholm Capital (the "Langholm Shareholders"), which
currently hold in aggregate approximately 182 million shares, representing
approximately 62 per cent. of Just Retirement's issued share capital. The amount
of the Placing proceeds, the actual number of ordinary shares placed in the
Placing ("Placing Shares") and the placing price will be determined at the close
of the bookbuilding period following agreement between the Manager and the
Langholm Shareholders, and a further announcement will be made at that time.


The books for the Placing will open with immediate effect. The timing of closing
of the books will be at the absolute discretion of the Manager but is expected
to be no later than 4.30 p.m. on 27 March 2007. Settlement for any ordinary
shares purchased pursuant to the Placing will be made three business days
following announcement of pricing, and is expected to take place on 30 March
2007. Members of the public are not eligible to participate in the Placing.


In connection with the Placing, the Manager has agreed, following discussions
with the Langholm Shareholders, to waive the lock-up undertakings given in
connection with the initial public offering of Just Retirement in December 2006.
This waiver applies solely to the sale of the Placing Shares pursuant to the
Placing. The shares retained by the Langholm Shareholders on completion of the
Placing will remain subject to the existing lock-up undertakings agreed at the
time of the initial public offering, which restrict any further disposals or
transfers of such shares prior to 5 December 2007, subject to certain exceptions
as noted in Just Retirement's AIM admission document dated 29 November 2006.


Dated 27 March 2007


Enquires:


Langholm Capital +44 20 7747 7747

Bert Wiegman

Oliver Wyncoll


Deutsche Bank +44 20 7545 8000

James Agnew

John Lydon


                                    - ENDS -


The distribution of this announcement and the offering or sale of ordinary
shares pursuant to the Placing in certain jurisdictions may be restricted by
law. This announcement does not constitute an offer of, or the solicitation of
an offer to buy or subscribe for, ordinary shares to any person in any
jurisdiction to whom or in which such offer or solicitation is unlawful and, in
particular, is not for release, publication or distribution in or into the
United States, Australia, Canada, the Republic of Ireland or Japan.


No action has been taken by the Manager or any other person that would permit an
offer of the ordinary shares or possession or distribution of this announcement
in any jurisdiction where action for that purpose is required. Persons into
whose possession this announcement comes are required to inform themselves about
and to observe any such restrictions.


The offer and sale of the ordinary shares pursuant to the Placing has not been
and will not be registered under the US Securities Act of 1933, as amended (the
"Securities Act") or under the applicable securities laws of Australia, Canada,
the Republic of Ireland or Japan. Such ordinary shares may not be offered or
sold in Australia, Canada, Japan, the Republic of Ireland or the United States
or to, or for the account or benefit of, any national, resident or citizen of
Australia, Canada, Japan, the Republic of Ireland or the United States. Such
ordinary shares are being offered and sold outside the United States to non-US
persons (as defined in Regulation S under the Securities Act) in reliance on
Regulation S under the Securities Act.


No ordinary shares will be offered or sold pursuant to the Placing in any Member
State of the European Economic Area other than to persons who are "qualified
investors" within the meaning of Article 2(1)(e) of the Prospectus Directive
("Qualified Investors"). For the purposes of this provision, the expression
"Prospectus Directive" means Directive 2003/71/EC and includes any relevant
implementing measure in each Member State of the European Economic Area which
has implemented the Prospectus Directive.


In addition, in the United Kingdom, this document is directed only at Qualified
Investors (i) who have 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 (ii) who are high net worth
bodies corporate, unincorporated associations and partnerships and trustees of
high value trusts as described in Article 49(2) of the Order (all such persons
being referred to as "relevant persons"). This document must not be acted on or
relied on (i) in the United Kingdom, by persons who are not relevant persons,
and (ii) in any member state of the European Economic Area other than the United
Kingdom, by persons who are not Qualified Investors. Any investment or
investment activity to which this document relates is only available to (i) in
the United Kingdom, relevant persons, and (ii) in any member state of the
European Economic Area other than the United Kingdom, Qualified Investors, and
in either case will be engaged in only with such persons.


Any investment decision to buy ordinary shares in the Placing must be made
solely on the basis of publicly available information regarding Just Retirement.
Such information is not the responsibility of the Manager or the Langholm
Shareholders and has not been independently verified by the Manager or the
Langholm Shareholders.


Deutsche Bank is authorised under German Banking Law (competent authority: BaFin
- Federal Financial Supervising Authority) and with respect to United Kingdom
commodity derivatives business by the Financial Services Authority; regulated by
the Financial Services Authority for the conduct of United Kingdom business.
Deutsche Bank is acting exclusively for the Langholm Shareholders and no-one
else in connection with the Placing and will not be responsible to anyone other
than the Langholm Shareholders for providing the protections afforded to clients
of Deutsche Bank, nor for providing advice in relation to the Placing, the
contents of this announcement or any transaction, arrangement or other matter
referred to herein.



                      This information is provided by RNS
            The company news service from the London Stock Exchange

END
IOEBDLBLDXBFBBQ

Just Retire. (LSE:JR.)
Historical Stock Chart
From Jun 2024 to Jul 2024 Click Here for more Just Retire. Charts.
Just Retire. (LSE:JR.)
Historical Stock Chart
From Jul 2023 to Jul 2024 Click Here for more Just Retire. Charts.