TIDMEZJ
RNS Number : 1412N
easyJet PLC
28 September 2021
THIS ANNOUNCEMENT (AND THE INFORMATION CONTAINED HEREIN) IS NOT
FOR RELEASE, PUBLICATION, DISTRIBUTION OR FORWARDING IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES,
AUSTRALIA, CANADA (SUBJECT TO CERTAIN LIMITED EXCEPTIONS), JAPAN,
NEW ZEALAND, SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO
WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF
SUCH JURISDICTION.
THIS ANNOUNCEMENT IS NOT A PROSPECTUS BUT AN ADVERTISEMENT.
INVESTORS SHOULD NOT SUBSCRIBE FOR THE SECURITIES REFERRED TO IN
THIS ANNOUNCEMENT EXCEPT ON THE BASIS OF THE INFORMATION CONTAINED
IN THE PROSPECTUSES.
For immediate release
easyJet plc
Results of Rights Issue
28 September 2021
easyJet plc ("easyJet" or the "Company") today announces that
the 31 for 47 rights issue of 301,260,394 New Shares at 410 pence
per New Share announced on 9 September 2021 (the "Rights Issue")
closed for acceptances at 11:00 a.m. on 27 September 2021. The
Company received valid acceptances in respect of 280,196,507 New
Shares, representing approximately 93.0 per cent. of the total
number of New Shares to be issued pursuant to the fully
underwritten Rights Issue.
It is expected that the New Shares in uncertificated form will
be credited to CREST accounts today and that definitive share
certificates in respect of New Shares held in certificated form
will be despatched by no later than 12 October 2021.
It is expected that the New Shares will commence trading, fully
paid, on the London Stock Exchange plc's main market for listed
securities at 8:00 a.m. today.
Johan Lundgren, Chief Executive Officer of easyJet, said:
"The success of this capital raise, thanks to great support from
investors, will enable easyJet to strengthen its balance sheet and
accelerate its post-COVID 19 recovery plan. Importantly, it will
position us to take advantage of strategic investment opportunities
across our markets which will arise as we move into this period of
recovery from the pandemic.
"easyJet has been disciplined and decisive in maintaining a
strong balance sheet, managing our fleet and network while looking
after our customers. This will allow us to emerge from the pandemic
with renewed strength, positioned as a structural winner in this
rapidly evolving sector.
"We look forward to continuing to serve our customers with the
same friendly service that has made us the brand of choice for
millions whilst, at the same time, delivering value to our
shareholders."
In accordance with their obligations as underwriters in respect
of the Rights Issue as set out in the prospectuses approved
respectively by the Financial Conduct Authority ("FCA") and the
Autorité des Marchés Financiers ("AMF") on 9 September 2021
(together, the "Prospectuses"), BNP Paribas, Credit Suisse, Goldman
Sachs, Santander and Société Générale (the "Underwriters") will use
reasonable endeavours to procure subscribers for the remaining
21,063,887 New Shares not taken up by Qualifying Shareholders at
the Issue Price, failing which the Underwriters have agreed to
subscribe themselves (in the agreed proportions), on a several
basis, for any remaining New Shares at the Issue Price.
As set out in the Prospectuses, the net proceeds from the
placing of such New Shares (after the deduction of the Issue Price
of 410 pence per New Share and the expenses of procuring
subscribers, including any applicable brokerage commissions and VAT
which are not recoverable and currency conversion costs) will be
paid (without interest and after deducting currency conversion
costs) to those Shareholders whose rights have lapsed in accordance
with the terms of the Rights Issue, pro rata to their lapsed
provisional allotments, save that individual amounts of less than
GBP5.00 will not be paid to such persons but will be aggregated and
will accrue for the benefit of the Company.
A further announcement as to the number of New Shares for which
subscribers have been procured will be made in due course.
Unless the context otherwise requires, words and expressions
defined in the Prospectuses shall have the same meanings in this
announcement.
CONTACTS
easyJet
Investor and analyst enquiries
Michael Barker, Director of Investor Relations
+44 (0) 7985 890 939; E-mail: michael.barker@easyJet.com
Adrian Talbot, Senior Investor Relations Manager
+44 (0) 7971 592 373; E-mail: adrian.talbot@easyJet.com
BNP Paribas (Joint Sponsor, Joint Global Coordinator and Joint
Corporate Broker)
Andrew Forrester
Chris Byrne
Paul Frankfurt
Josh Younger
+44 (0)20 7595 2000
Greenhill (Joint Sponsor and Financial Adviser)
David Wyles
Michael Masterson
Dean Rodrigues
+44 (0)20 7198 7400
Credit Suisse (Joint Global Coordinator and Joint Corporate
Broker)
John Hannaford
Christian Brucher
Nick Koemtzopoulos
James Green
Gillian Sheldon (Senior Advisor)
+44 (0) 20 7888 8888
Goldman Sachs (Joint Global Coordinator)
Eduard van Wyk
Charlie Lytle
Cara Pazdon
Louise Courtney
+44 (0) 20 7774 1000
Santander (Joint Bookrunner)
Simon Payne
Javier Mata
Michael Ward
+34 692 206 356
Société Générale (Joint Bookrunner)
Emilie Jadat O'Shea
+33 1 42 13 44 97
Gregory Mouzawak
+33 1 56 37 67 27
Media enquiries
Anna Knowles Corporate Communications +44 (0)7985 873 313
Edward Simpkins Finsbury +44 (0)7947 740 551
Dorothy Burwell Finsbury +44 (0)7733 294 930
IMPORTANT NOTICES
This announcement has been issued by and is the sole
responsibility of the Company. This announcement is not a
prospectus but an advertisement and investors should not acquire
any nil paid rights, fully paid rights or new shares referred to in
this announcement except on the basis of the information contained
in the Prospectuses approved respectively by the FCA and the AMF
and published by the Company in connection with the Rights Issue.
The information contained in this announcement is for background
purposes only and does not purport to be full or complete. Copies
of the Prospectuses are available on the Company's website,
provided that the Prospectuses are not, subject to certain
exceptions, available to certain shareholders in certain restricted
or excluded territories. The prospectus approved by the AMF is also
available on the website of the AMF ( www.amf-france.org ). The
Prospectuses give further details of the Rights Issue. Potential
investors are advised to read the Prospectuses before making an
investment decision in order to fully understand the potential
risks and rewards associated with the decision to invest in the
securities. The approval of the Prospectuses by the FCA and the AMF
should not be understood as an endorsement of the securities
offered.
This announcement is for information purposes only and shall not
constitute or form part of any offer to issue or sell, or the
solicitation of any offer to purchase, subscribe for or otherwise
acquire, any securities of the Company in the United States
(including its territories and possessions, any state of the United
States and the District of Columbia) (the "United States" or "US")
or any other jurisdiction where such offer or sale would be
unlawful. The securities referred to herein (the "Securities") have
not been and will not be registered under the US Securities Act of
1933, as amended (the "US Securities Act") or with any securities
regulatory authority of any state or other jurisdiction of the
United States, and may not be offered, sold, taken up, exercised,
resold, pledged, renounced, transferred or delivered, directly or
indirectly, into or within the United States, except pursuant to an
applicable exemption from, or in a transaction not subject to, the
registration requirements of the US Securities Act and in
compliance with any applicable securities laws of any relevant
state or other jurisdiction of the United States. There will be no
public offering of the Securities in the United States.
Neither this announcement or any other document connected with
the Rights Issue has been or will be approved or disapproved by the
United States Securities and Exchange Commission, any state
securities commission in the United States or any other US
regulatory authority, nor have any of the foregoing authorities
passed upon or endorsed the merits of the offering of the
Securities or the accuracy or adequacy of this announcement or any
other document connected with the Rights Issue. Any representation
to the contrary is a criminal offence in the United States.
The distribution of this announcement and any proposed offering
and/or issue of securities referred to herein in certain
jurisdictions may be restricted by law. No action has been taken by
the Company, BNP Paribas ("BNP Paribas"), Credit Suisse
International ("Credit Suisse"), Goldman Sachs International
("Goldman Sachs International"), Banco Santander, S.A.
("Santander"), Société Générale ("Société Générale"), BNP Paribas
London Branch ("BNP Paribas London Branch"), Greenhill & Co.
International LLP ("Greenhill" and, together with BNP Paribas,
Credit Suisse, Goldman Sachs International, Santander, Société
Générale and BNP Paribas London Branch, the "Banks") that would
permit an offer of securities or possession or distribution of this
announcement or publicity material relating to securities in any
jurisdiction where action for that purpose is required, other than
in the United Kingdom. Persons into whose possession this
announcement comes are required by the Company and the Banks to
inform themselves about and to observe any such restrictions. Any
failure to comply with any such restrictions may constitute a
violation of the securities laws of such jurisdiction.
BNP Paribas is authorised and regulated by the European Central
Bank ("ECB") and the Autorité de Contrôle Prudentiel et de
Resolution ("ACPR"). Credit Suisse is authorised in the United
Kingdom by the Prudential Regulation Authority ("PRA") and
regulated in the United Kingdom by the FCA and the PRA. Goldman
Sachs International is authorised in the United Kingdom by the PRA
and regulated in the United Kingdom by the FCA and the PRA.
Santander is authorised and regulated by the Bank of Spain and
subject to supervision by the Bank of Spain and by the ECB and to
limited regulation by the FCA and the PRA. Société Générale is a
French credit institution (bank) authorised and supervised by the
ECB and the ACPR and regulated by the AMF. Details of the temporary
permissions regime as prescribed under The EEA Passport Rights
(Amendment, etc., and Transitional Provisions) (EU Exit)
Regulations 2018 (the "Temporary Permissions Regime"), which allows
EEA-based firms to operate in the UK for a limited period while
seeking full authorisation, are available on the FCA's website, and
further details about the extent of Société Générale's
authorisation, supervision and regulation by the above-mentioned
authorities are available from Société Générale on request. BNP
Paribas London Branch is authorised by the PRA with deemed
permissions under the Temporary Permissions Regime. BNP Paribas
London Branch is subject to regulation by the FCA and limited
regulation by the PRA. Greenhill is authorised and regulated in the
United Kingdom by the FCA. Each of the Banks is acting exclusively
for the Company and no one else in connection with the Rights Issue
and will not regard any other person (whether or not a recipient of
this announcement) as a client in relation to the Rights Issue and
will not be responsible to anyone other than the Company for
providing the protections afforded to their respective clients or
for providing advice in relation to the Rights Issue or any
matters, transactions or arrangements referred to in this
announcement.
Apart from the responsibilities and liabilities, if any, which
may be imposed on any of the Underwriters (as defined below) and
Greenhill by the Financial Services and Markets Act 2000, as
amended ("FSMA") or the regulatory regime established thereunder,
or under the regulatory regime of any jurisdiction where the
exclusion of liability under the relevant regulatory regime would
be illegal, void or unenforceable, neither the Banks nor any of
their respective subsidiaries, branches or affiliates, accept any
duty, liability or responsibility whatsoever (whether direct or
indirect) to any person for any acts or omissions of the Company as
to the contents of this announcement or make any representation or
warranty, express or implied, as to the contents of this
announcement including its accuracy, completeness or verification
or for any statement made or purported to be made by it, or on its
behalf, in connection with the Company, the Securities or the
Rights Issue and nothing in this announcement shall be relied upon
as a promise or representation in this respect, whether or not as
to the past or future. The Banks and their respective subsidiaries,
branches and affiliates accordingly disclaim, to the fullest extent
permitted by law, all and any duty, liability and responsibility
whatsoever arising in tort, contract or otherwise which it might
otherwise have in respect of this announcement or any such
statement.
BNP Paribas, Credit Suisse, Goldman Sachs International,
Santander and Société Générale (the "Underwriters"), in accordance
with applicable legal and regulatory provisions, may engage in
transactions in relation to the Securities and/or related
instruments for their own account for the purpose of hedging their
underwriting exposure or otherwise. In connection with the Rights
Issue, the Underwriters and any of their respective affiliates,
acting as investors for their own accounts may acquire new ordinary
shares in the Company ("New Shares") as a principal position and in
that capacity may retain, acquire, subscribe for, purchase, sell,
offer to sell or otherwise deal for their own accounts in such New
Shares and other securities of the Company or related investments
in connection with the Rights Issue or otherwise. Accordingly,
references in this document to the New Shares being issued,
offered, subscribed, acquired, placed or otherwise dealt in should
be read as including any issue, offer, subscription, acquisition,
placing or dealing by each of the Underwriters and any of their
respective affiliates acting as investors for their own accounts.
In addition, certain of the Underwriters or their respective
affiliates may enter into financing arrangements (including swaps
or contracts for difference) with investors in connection with
which such Underwriters (or their respective affiliates) may from
time to time acquire, hold or dispose of New Shares. The
Underwriters may also coordinate a sell-down in the event that any
underwriting crystallises as a result of the Rights Issue. Except
as required by applicable law or regulation, the Underwriters and
their respective affiliates do not propose to make any public
disclosure in relation to such transactions.
In the event that the Underwriters acquire New Shares which are
not taken up by Qualifying Shareholders (as defined in the
Prospectuses), the Underwriters may co-ordinate disposals of such
shares in accordance with applicable law and regulation. Except as
required by applicable law or regulation, the Underwriters and
their respective affiliates do not propose to make any public
disclosure in relation to such transactions.
Neither the contents of the Company's website nor any website
accessible by hyperlinks on the Company's website is incorporated
in, or forms part of, this announcement.
This announcement does not constitute a recommendation
concerning any investor's options with respect to the Rights Issue.
The price of shares and any income expected from them may go down
as well as up and investors may not get back the full amount
invested upon disposal of the shares. Past performance is no guide
to future performance. The contents of this announcement are not to
be construed as legal, business, financial or tax advice. Each
investor or prospective investor should consult his, her or its own
legal adviser, business adviser, financial adviser or tax adviser
for legal, financial, business or tax advice.
None of the Banks nor any of their respective affiliates accepts
any responsibility or liability whatsoever for or makes any
representation or warranty, express or implied, as to this
announcement, including the truth, accuracy, fairness, sufficiency
or completeness of the information or the opinions or beliefs
contained in this announcement (or any part hereof). None of the
information in this announcement has been independently verified or
approved by the Banks or any of their respective affiliates. Save
in the case of fraud, no liability is accepted by the Banks or any
of their respective affiliates for any errors, omissions or
inaccuracies in such information or opinions or for any loss, cost
or damage suffered or incurred howsoever arising, directly or
indirectly, from any use of this announcement or its contents or
otherwise in connection with this announcement.
No person has been authorised to give any information or to make
any representations other than those contained in this announcement
and, if given or made, such announcements must not be relied on as
having been authorised by the Company, the Banks or any of their
respective affiliates. Subject to the Listing Rules, the Prospectus
Regulation Rules, the Disclosure Guidance and Transparency Rules
and MAR (each as defined in the Prospectuses) and the European
Prospectus Regulation, the issue of this announcement and any
subsequent announcement shall not, in any circumstances, create any
implication that there has been no change in the affairs of the
Company since the date of this announcement or that the information
contained in it is correct as at any subsequent date.
This announcement contains "forward-looking statements" which
includes all statements other than statements of historical fact,
including, without limitation, those regarding the Company's
financial position, business strategy, plans and objectives of
management for future operations, or any statements preceded by,
followed by or that include the words "targets", "believes",
"expects", "aims", "intends", "will", "may", "anticipates",
"would", "could" or similar expressions or negatives thereof. Such
forward-looking statements involve known and unknown risks,
uncertainties and other important factors beyond the Company's
control that could cause the actual results, performance or
achievements of the Company to be materially different from future
results, performance or achievements expressed or implied by such
forward-looking statements. Such forward-looking statements are
based on numerous assumptions regarding the Company's present and
future business strategies and the environment in which the Company
will operate in the future. These forward-looking statements speak
only as at the date of this announcement. None of the Company, the
Banks or their respective affiliates undertakes or is under any
duty to update this announcement or to correct any inaccuracies in
any such information which may become apparent or to provide you
with any additional information, other than any requirements that
the Company may have under applicable law or the European
Prospectus Regulation, the Listing Rules, the Prospectus Regulation
Rules, the Disclosure Guidance and Transparency Rules or MAR. To
the fullest extent permissible by law, such persons disclaim all
and any responsibility or liability, whether arising in tort,
contract or otherwise, which they might otherwise have in respect
of this announcement. The information in this announcement is
subject to change without notice.
The Securities will not be admitted to trading on any stock
exchange other than the London Stock Exchange.
Information to Distributors
Solely for the purposes of the product governance requirements
of Chapter 3 of the FCA Handbook Product Intervention and Product
Governance Sourcebook (the "UK MiFIR Product Governance
Requirements"), and disclaiming all and any liability, whether
arising in tort, contract or otherwise, which any "manufacturer"
(for the purposes of the UK MiFIR Product Governance Requirements)
may otherwise have with respect thereto, the New Shares have been
subject to a product approval process, which has determined that
such securities are: (i) compatible with an end target market of
retail investors and investors who meet the criteria of
professional clients and eligible counterparties, as respectively
defined in paragraphs 3.5 and 3.6 of the FCA Handbook Conduct of
Business Sourcebook; and (ii) eligible for distribution through all
permitted distribution channels (the "Target Market
Assessment").
Notwithstanding the Target Market Assessment, distributors (such
term to have the same meaning as in the UK MiFIR Product Governance
Requirements) should note that: the price of the New Shares may
decline and investors could lose all or part of their investment
and the New Shares offer no guaranteed income and no capital
protection; and an investment in the New Shares is compatible only
with investors who do not need a guaranteed income or capital
protection, who (either alone or in conjunction with an appropriate
financial or other adviser) are capable of evaluating the merits
and risks of such an investment and who have sufficient resources
to be able to bear any losses that may result therefrom. The Target
Market Assessment is without prejudice to the requirements of any
contractual, legal or regulatory selling restrictions in relation
to the sale of the New Shares. Furthermore, it is noted that,
notwithstanding the Target Market Assessment, the Underwriters will
only procure investors (in connection with the Rights Issue) who
meet the criteria of professional clients and eligible
counterparties.
For the avoidance of doubt, the Target Market Assessment does
not constitute: (a) an assessment of suitability or appropriateness
for the purposes of Chapters 9A or 10A respectively of the FCA
Handbook Conduct of Business Sourcebook; or (b) a recommendation to
any investor or group of investors to invest in, or purchase, or
take any other action whatsoever with respect to the New
Shares.
Each distributor is responsible for undertaking its own Target
Market Assessment in respect of the New Shares and determining
appropriate distribution channels.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
ROIFFFSLASIDFIL
(END) Dow Jones Newswires
September 28, 2021 02:00 ET (06:00 GMT)
Easyjet (LSE:EZJ)
Historical Stock Chart
From May 2024 to Jun 2024
Easyjet (LSE:EZJ)
Historical Stock Chart
From Jun 2023 to Jun 2024