TIDMBUR
RNS Number : 9173Z
Burford Capital Limited
17 January 2024
16 January 2024
Released out of hours on January 16, 2024, and queued for
release via RNS upon its reopening on January 17, 2024.
BURFORD CAPITAL ANNOUNCES PRICING AND UPSIZING OF PRIVATE
OFFERING OF SENIOR NOTES
Burford Capital Limited ("Burford" or "Burford Capital"), the
leading global finance and asset management firm focused on law,
today announces the pricing of its private offering of $275.0
million aggregate principal amount of additional 9.250% senior
notes due 2031 (the "Additional Notes") by its indirect, wholly
owned subsidiary, Burford Capital Global Finance LLC (the
"Issuer"), which represents an increase from the previously
announced offering size. The Additional Notes will be guaranteed on
a senior unsecured basis by Burford Capital as well as Burford
Capital Finance LLC and Burford Capital PLC, both indirect, wholly
owned subsidiaries of Burford Capital (such guarantees, together
with the Additional Notes, the "Securities"). There is $400.0
million aggregate principal amount of the Issuer's 9.250% senior
notes due 2031 (the "Initial Notes") outstanding as of the date
hereof. The Additional Notes will initially be offered to investors
at an offering price equal to 103.625% of the principal amount
thereof, plus accrued interest from January 1, 2024, representing a
yield to worst of 8.251%. The offering is expected to close on
January 30, 2024. If issued, the Additional Notes will be issued as
"Additional Notes" under the indenture pursuant to which the Issuer
previously issued the Initial Notes, will have identical terms to
the Initial Notes (other than with respect to the date of issuance,
the issue price and the first interest payment date) and will be
treated as a single class for all purposes under such
indenture.
Burford Capital intends to use the net proceeds from the
offering of the Securities for general corporate purposes.
The Securities have not been, and will not be, registered under
the US Securities Act of 1933, as amended (the "Securities Act"),
or the laws of any other jurisdiction and may not be offered or
sold within the United States or to, or for the account or benefit
of, US persons absent registration or an applicable exemption from
registration under the Securities Act or any applicable state
securities laws. The Securities will be offered only to persons
reasonably believed to be "Qualified Institutional Buyers" within
the meaning of Rule 144A under the Securities Act or non-US persons
outside the United States pursuant to Regulation S under the
Securities Act, in each case, who are "Qualified Purchasers" as
defined in Section (2)(a)(51)(A) under the US Investment Company
Act of 1940, as amended.
For further information, please contact:
Burford Capital Limited
For investor and analyst inquiries:
Robert Bailhache, Head of Investor Relations, +44 (0)20 3530
EMEA and Asia - email 2023
Jim Ballan, Head of Investor Relations, Americas
- email +1 (646) 793 9176
For press inquiries:
David Helfenbein, Vice President, Public Relations
- email +1 (212) 235 6824
+44 (0)20 7260
Deutsche Numis - NOMAD and Joint Broker 1000
Giles Rolls
Charlie Farquhar
+44 (0)20 7029
Jefferies International Limited - Joint Broker 8000
Graham Davidson
James Umbers
+44 (0)20 3207
Berenberg - Joint Broker 7800
Toby Flaux
James Thompson
Yasmina Benchekroun
About Burford Capital
Burford Capital is the leading global finance and asset
management firm focused on law. Its businesses include litigation
finance and risk management , asset recovery and a wide range of
legal finance and advisory activities. Burford is publicly traded
on the New York Stock Exchange (NYSE: BUR) and the London Stock
Exchange (LSE: BUR), and it works with companies and law firms
around the world from its offices in New York, London, Chicago,
Washington, DC, Singapore, Dubai, Sydney and Hong Kong.
This announcement does not constitute an offer to sell or the
solicitation of an offer to buy any securities of Burford.
This announcement does not constitute an offer of any Burford
private fund. Burford Capital Investment Management LLC, which acts
as the fund manager of all Burford private funds, is registered as
an investment adviser with the US Securities and Exchange
Commission. The information provided in this announcement is for
informational purposes only. Past performance is not indicative of
future results. The information contained in this announcement is
not, and should not be construed as, an offer to sell or the
solicitation of an offer to buy any securities (including, without
limitation, interests or shares in any of Burford private funds).
Any such offer or solicitation may be made only by means of a final
confidential private placement memorandum and other offering
documents.
Prohibition of sales to retail investors in the European
Economic Area. The Securities are not intended to be offered, sold
or otherwise made available to, and should not be offered, sold or
otherwise made available to, any retail investor in the European
Economic Area (the "EEA"). For these purposes, a retail investor
means a person who is one (or more) of: (i) a retail client as
defined in point (11) of Article 4(1) of Directive 2014/65/EU (as
amended, "MiFID II"); (ii) a customer within the meaning of
Directive 2016/97/EU (as amended, the "Insurance Distribution
Directive"), where that customer would not qualify as a
professional client as defined in point (10) of Article 4(1) of
MiFID II; or (iii) not a qualified investor as defined in
Regulation (EU) 2017/1129 (as amended or superseded, the
"Prospectus Regulation"). No key information document required by
Regulation (EU) 1286/2014 (as amended, the "PRIIPs Regulation") for
offering or selling the Securities or otherwise making them
available to retail investors in the EEA has been prepared and,
therefore, offering or selling the Securities or otherwise making
them available to any retail investor in the EEA may be unlawful
under the PRIIPs Regulation.
Prohibition of sales to retail investors in the United Kingdom.
The Securities are not intended to be offered, sold or otherwise
made available to, and should not be offered, sold or otherwise
made available to, any retail investor in the United Kingdom (the
"UK"). For these purposes, a retail investor means a person who is
one (or more) of: (i) a retail client, as defined in point (8) of
Article 2 of Regulation (EU) No 2017/565 as it forms part of
domestic law by virtue of the European Union (Withdrawal) Act 2018
(as amended, the "EUWA"); (ii) a customer within the meaning of the
provisions of the Financial Services and Markets Act 2000 (as
amended, the "FSMA") and any rules or regulations made under the
FSMA to implement Directive (EU) 2016/97, where that customer would
not qualify as a professional client, as defined in point (8) of
Article 2(1) of Regulation (EU) No 600/2014 as it forms part of
domestic law by virtue of the EUWA; or (iii) not a qualified
investor as defined in Article 2 of Regulation (EU) 2017/1129 as it
forms part of domestic law by virtue of the EUWA (as amended or
superseded, the "UK Prospectus Regulation"). Consequently, no key
information document required by Regulation (EU) No 1286/2014 as it
forms part of domestic law by virtue of the EUWA (as amended, the
"UK PRIIPs Regulation") for offering or selling the Securities or
otherwise making them available to retail investors in the UK has
been prepared and, therefore, offering or selling the Securities or
otherwise making them available to any retail investor in the UK
may be unlawful under the UK PRIIPs Regulation.
IN MEMBER STATES OF THE EEA, THIS ANNOUNCEMENT IS DIRECTED ONLY
AT PERSONS WHO ARE "QUALIFIED INVESTORS" WITHIN THE MEANING OF THE
PROSPECTUS REGULATION IN SUCH MEMBER STATE AND SUCH OTHER PERSONS
AS THIS ANNOUNCEMENT MAY BE ADDRESSED ON LEGAL GROUNDS, AND NO
PERSON THAT IS NOT A RELEVANT PERSON OR QUALIFIED INVESTOR MAY ACT
OR RELY ON THIS ANNOUNCEMENT OR ANY OF ITS CONTENTS. IN THE UNITED
KINGDOM, THIS ANNOUNCEMENT IS DIRECTED ONLY AT PERSONS WHO ARE
"QUALIFIED INVESTORS" WITHIN THE MEANING OF THE UK PROSPECTUS
REGULATION AND SUCH OTHER PERSONS AS THIS ANNOUNCEMENT MAY BE
ADDRESSED ON LEGAL GROUNDS, AND NO PERSON THAT IS NOT A RELEVANT
PERSON OR QUALIFIED INVESTOR MAY ACT OR RELY ON THIS ANNOUNCEMENT
OR ANY OF ITS CONTENTS.
Forward-looking statements
This announcement contains "forward-looking statements" within
the meaning of Section 21E of the US Securities Exchange Act of
1934, as amended, regarding assumptions, expectations, projections,
intentions and beliefs about future events. These statements are
intended as "forward-looking statements". In some cases,
predictive, future-tense or forward-looking words such as "aim",
"anticipate", "believe", "continue", "could", "estimate", "expect",
"forecast", "guidance", "intend", "may", "plan", "potential",
"predict", "projected", "should" or "will" or the negative of such
terms or other comparable terminology are intended to identify
forward-looking statements, but are not the exclusive means of
identifying such statements. In addition, Burford and its
representatives may from time to time make other oral or written
statements that are forward-looking, including in its periodic
reports that Burford files with, or furnishes to, the US Securities
and Exchange Commission, other information made available to
Burford's security holders and other written materials. By their
nature, forward-looking statements involve known and unknown risks,
uncertainties and other factors
because they relate to events and depend on circumstances that
may or may not occur in the future. Burford cautions you that
forward-looking statements are not guarantees of future performance
and are based on numerous assumptions, expectations, projections,
intentions and beliefs and that Burford's actual results of
operations, including its financial position and liquidity, and the
development of the industry in which it operates, may differ
materially from (and be more negative than) those made in, or
suggested by, the forward-looking statements contained in this
announcement. Significant factors that may cause actual results to
differ from those Burford expects include, among others, those
discussed under "Risk Factors" in Burford's annual report on Form
20-F for the year ended December 31, 2022 filed with the US
Securities and Exchange Commission on May 16, 2023 and other
reports or documents that Burford files with, or furnishes to, the
US Securities and Exchange Commission from time to time . In
addition, even if Burford's results of operations, including its
financial position and liquidity, and the development of the
industry in which it operates are consistent with the
forward-looking statements contained in this announcement, those
results of operations or developments may not be indicative of
results of operations or developments in subsequent periods.
Except as required by law, Burford undertakes no obligation to
update or revise the forward-looking statements contained in this
announcement, whether as a result of new information, future events
or otherwise.
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END
IODFFFEFLTIRLIS
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