Convertible Bond Offering (7022G)
May 17 2011 - 2:01AM
UK Regulatory
TIDMDLN
RNS Number : 7022G
Derwent London PLC
17 May 2011
17 May 2011
NOT FOR DISTRIBUTION IN OR TO THE U.S., CANADA, AUSTRALIA OR
JAPAN, OR IN ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION
WOULD BE PROHIBITED BY APPLICABLE LAW
Derwent London plc Convertible Bond Offering
Derwent London plc (the "Group", the "Company" or "Derwent
London") today announces the launch of an offering of GBP175
million of Convertible Bonds due 2016 (the "Bonds") with an option
to increase the offering to up to GBP200 million.
The Company intends to use the net proceeds of the offering to
help fund its development pipeline and increase resources for
future acquisition opportunities whilst also taking advantage of
current favourable market conditions to diversify its medium-term
sources of finance.
The Bonds are expected to be issued by Derwent London Capital
(Jersey) Limited, a wholly-owned subsidiary of the Company
incorporated in Jersey, and will be guaranteed by the Company. The
Bonds will be senior and unsecured obligations of the Group and
will be subject to a negative pledge.
The Bonds will be issued at par and are expected to carry a
coupon of between 2.50% and 3.00% per annum payable semi-annually
in arrear and will be convertible into fully paid Ordinary Shares
of the Company (the "Shares") . The initial conversion price is
expected to be set at a premium of between 25% and 30% above the
volume weighted average price of the Shares from launch to pricing
less GBP0.2025 to be paid to shareholders on the share register on
20 May 2011.
Settlement is expected to take place on or about 2 June 2011
(the "Settlement Date"). If not previously converted or redeemed,
the Bonds will be redeemed at par on 15 July 2016. The Company will
have the option to call all outstanding Bonds on or after the date
falling 15 days after the Interest Payment Date falling in July
2014 at par plus accrued interest if the value of the Ordinary
Shares underlying a Bond equals or exceeds 130% of the conversion
price for at least 20 out of 30 consecutive dealing days or, at any
time, if 15% or less of the principal amount of the Bonds remains
outstanding.
It is intended that an application will be made for the Bonds to
be listed on the Official List and admitted to trading on the
Professional Securities Market of the London Stock Exchange.
J.P. Morgan Cazenove and RBS Hoare Govett Limited are acting as
Joint Global Coordinators and Joint Bookrunners and HSBC Bank plc
and UBS Limited are acting as Joint Bookrunners for the
offering.
For further information, please contact:
Derwent London John Burns, Chief Executive Officer
Tel: +44 (0)20 7659 3000 Damian Wisniewski, Finance Director
About Derwent London plc
Derwent London plc is the largest central London focused REIT
with an investment portfolio of GBP2.4bn as at 31 December 2010.
The Group is one of London's most innovative office specialist
property regenerators and investors and is well known for its
established design-led philosophy and creative management approach
to development.
Derwent London's core strategy is to acquire and own a portfolio
of central London property that has reversionary rents and
significant opportunities to enhance and extract value through
refurbishment, regeneration and redevelopment. The Group owns and
manages an investment portfolio of 5.4 million sq ft (500,000m(2)
), as at 31 December 2010, of which 95% is located in central
London, with a specific focus on the West End and the areas
bordering the City of London. Landmark schemes by Derwent London
include Angel Building EC1, Arup Phases II & III W1, Qube W1,
Horseferry House SW1, Johnson Building EC1, Davidson Building WC2
and Tea Building E1.
Derwent London came first in the property sector in the 2010
awards for 'Britain's Most Admired Companies'.
DISCLAIMER
This announcement does not constitute or form part of an offer
to sell or the solicitation of an offer to subscribe for or
otherwise acquire any securities in the United States or in any
other jurisdiction. This announcement is not for distribution,
directly or indirectly in or into the United States (as defined in
Regulation S under the US Securities Act of 1933, as amended (the
"Securities Act")). The securities referred to herein have not been
and will not be registered under the Securities Act and may not be
offered or sold within the United States except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act.
This communication is directed only at persons who (i) are
outside the United Kingdom or (ii) have professional experience in
matters relating to investments falling within Article 19(5) of The
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005 (the "Order") or (iii) are persons falling within Article 49
2(a) to (d) of the Order (all such persons together being referred
to as "relevant persons"). This communication must not be read,
acted on or relied on by persons who are not relevant persons. Any
investment or investment activity to which this communication
relates is available only to relevant persons and will be engaged
in only with relevant persons.
The Joint Bookrunners are acting on behalf of the issuer and the
Company and no one else in connection with the Bonds and will not
be responsible to any other person for providing the protections
afforded to clients of the Joint Bookrunners or for providing
advice in relation to the Bonds.
No representation or warranty, express or implied, is or will be
made as to, or in relation to, and no responsibility or liability
is or will be accepted by the Joint Bookrunners or by any of their
respective officers, employees or agents as to or in relation to
the accuracy or completeness of this any written or oral
information made available to any interested party or its advisers
and any liability therefor is hereby expressly disclaimed.
Stabilisation/FSA.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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