Foresight Slr Fnd Ld Foresight Solar Fund Limited : Initial Placing And Offer Price
March 14 2017 - 3:00AM
UK Regulatory
TIDMFSFL
THIS ANNOUNCEMENT, IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR
DISTRIBUTION DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, TO U.S.
PERSONS, OR IN OR INTO, THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR
INTO ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION
OR BREACH OF ANY APPLICABLE LAW. PLEASE SEE THE IMPORTANT NOTICE AT THE OF THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.
This announcement does not constitute an offer to sell, or the
solicitation of an offer to subscribe for, or to buy shares in any
jurisdiction.
This announcement is an advertisement and not a prospectus. Any
investment in any shares referred to in this announcement may be made
only on the basis of information in the prospectus published by
Foresight Solar Fund Limited on 3 March 2017, in connection with an
initial placing, offer for subscription, private placement and a placing
programme of ordinary shares of no par value each, to be admitted to the
premium listing segment of the Official List of the Financial Conduct
Authority and to trading on the Main Market for listed securities of the
London Stock Exchange plc.
14 March 2017
Foresight Solar Fund Limited (the "Company")
Initial Placing and Offer Price
On 3 March 2017, the Board of Foresight Solar Fund Limited (the
"Company") announced its intention to raise in excess of GBP50 million
by way of an Initial Placing and Offer for Subscription (the "Initial
Placing and Offer") and a secondary listing ("Secondary Listing") on the
main board of the securities exchange operated by the JSE Limited
("JSE") and Private Placement in South Africa (the "Private Placement")
of new Ordinary Shares ("New Shares") (together the "Initial Issues").
The Company also announced its unaudited NAV as at 23 February 2017 of
GBP360 million, resulting in a NAV per share of 105.6 pence (31 December
2016: 102.9 pence).
The Board announces that the Initial Placing and Offer price is being
set at 107.75 pence per New Share.
The New Shares will be entitled to receive the interim dividend of 1.55p
per Ordinary Share in respect of the period from 1 October 2016 to 31
December 2016 which will be paid on 5 May 2017 provided the holders of
the New Shares are on the Register on 7 April 2017.
The timetable for the Initial Issues remains unchanged as per below.
EXPECTED TIMETABLE
Event Date
Initial Placing and Offer
Latest time and date for return of Forms of Proxy 4.30 p.m. on 20 March
for the General Meeting 2017
General Meeting 4.30 p.m. on 22 March
2017
Results of General Meeting 22 March 2017
Latest time and date for receipt of Application Forms 11 a.m. on 28 March
under the Offer 2017
Latest time and date for commitments under the Initial 11 a.m. on 29 March
Placing 2017
Results of Initial Placing and Offer announced 29 March 2017
Admission and dealings in New Shares on the Main Market 8.00 a.m. on 31 March
of the LSE commence 2017
Crediting of CREST accounts in respect of the New 31 March 2017
Shares
Share certificates in respect of New Shares despatched on or around 10 April
(if applicable) 2017
Secondary Listing and Private Placement
Latest time and date for commitments under the Private 12 p.m. (SAST) on 29
Placement March 2017
JSE Private Placement closes 12 p.m. (SAST) on 29
March 2017
JSE Private Placement Price announced 29 March 2017
Results of the Private Placement released on SENS 29 March 2017
in South Africa
Notification of allotments 29 March 2017
Anticipated Secondary Listing Date and commencement 8.00 a.m. (SAST) on 3
of trading on the Main Board of the JSE April 2017
Accounts at CSDPs or brokers updated and accounts 3 April 2017
debited in respect of the Private Placement Shares
at the commencement of trade
The dates and times specified above and mentioned
throughout this document are subject to change. All
references to times in this document are to London
times, unless otherwise stated. In particular, subject
to those matters on which the Issues are conditional,
the Board may, with the prior approval of Stifel Nicolaus
Europe Limited, J.P. Morgan Securities plc (which
carries on its UK investment banking activities as
J.P. Morgan Cazenove) and Rand Merchant Bank (a division
of FirstRand Bank Limited), bring forward or postpone
the closing time and date for the Issues. In the event
that such time and date is changed, the Company will
notify investors who have applied for New Shares of
changes to the timetable either by post, by electronic
mail or by the publication of a notice through a Regulatory
Information Service.
For further information, please contact:
Foresight Group
Louise Chesworth lchesworth@foresightgroup.eu
+44 (0)20 3667 8100
Stifel Nicolaus Europe Limited (Sponsor and Joint UK Bookrunner)
+44 (0)20 7710 7600
Mark Bloomfield
Neil Winward
Tunga Chigovanyika
J.P. Morgan Cazenove (Joint UK Bookrunner)
+44 (0)20 7742 4000
William Simmonds
Anne Ross
Oliver Kenyon
Rand Merchant Bank (South African Bookrunner)
+27 (0)11 282 8000
Irshaad Paruk
Samuel Barton-Bridges
IMPORTANT NOTICE
This announcement is not for distribution, directly or indirectly, in or
into the United States of America (including its territories and
possessions, any state of the United States of America and the District
of Columbia) (the "United States"), Australia, Canada, Japan or into any
other jurisdiction where to do so might constitute a violation or breach
of any applicable law. The distribution of this announcement may be
restricted by law in certain jurisdictions and persons into whose
possession any document or other information referred to herein comes
should inform themselves about and observe any such restriction. Any
failure to comply with these restrictions may constitute a violation of
the securities laws of any such jurisdiction.
This announcement does not constitute, or form part of, an offer to sell,
or a solicitation of an offer to purchase, any securities in the United
States, Australia, Canada, Japan or in any jurisdiction in which such
offer or solicitation is unlawful (the "Excluded Territories"). The
securities of the Company have not been and will not be registered under
the U.S. Securities Act of 1933, as amended (the "Securities Act") or
the US Investment Company Act of 1940, as amended and may not be offered
or sold directly or indirectly in or into the United States or to or for
the account or benefit of any US Person (within the meaning of
Regulation S under the Securities Act). The securities referred to
herein have not been registered under the applicable securities laws of
any state, province or territory of the Excluded Territories and,
subject to certain exceptions, may not be offered or sold into or within
any of the Excluded Territories or to any national, resident or citizen
of any of the Excluded Territories.
This announcement has been issued by and is the sole responsibility of
the Company. 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, Stifel Nicolaus Europe Limited
("Stifel"), J.P. Morgan Securities plc, which carries on its UK
investment banking activities as J.P. Morgan Cazenove ("J.P. Morgan
Cazenove") or Rand Merchant Bank, a division of FirstRand Bank Limited
("RMB") or by any of their respective affiliates or agents as to or in
relation to the accuracy or completeness of this announcement or any
other written or oral information made available to or publicly
available to any interested party or their advisers and any liability
therefore is expressly disclaimed.
Stifel is authorised and regulated in the United Kingdom by the
Financial Conduct Authority (the "FCA"). Stifel is acting as sponsor and
joint UK bookrunner to the Company and is acting for no-one else in
connection with the Issues, this announcement or any other matters
referred to in this announcement, and will not regard any other person
as its client in relation to the Issues or any other matters referred to
in this announcement. Stifel will not be responsible to anyone other
than the Company for providing the protections afforded to its clients
or for providing advice in relation to the Issues or any other matter
referred to in this announcement.
J.P. Morgan Cazenove is authorised by the Prudential Regulatory
Authority (the "PRA") and is regulated in the United Kingdom by the FCA
and PRA. J.P. Morgan Cazenove is acting as joint UK bookrunner to the
Company and is acting for no-one else in connection with the Issues,
this announcement or any other matters referred to in this announcement,
and will not regard any other person as its client in relation to the
Issues or any other matters referred to in this announcement. J.P.
Morgan Cazenove will not be responsible to anyone other than the Company
for providing the protections afforded to its clients or for providing
advice in relation to the Issues or any other matter referred to in this
announcement.
RMB is authorised and regulated by the Financial Services Board of South
Africa. RMB is acting as JSE sponsor and South African bookrunner to the
Company and is acting for no-one else in connection with the Issues,
this announcement or any other matters referred to in this announcement,
and will not regard any other person as its client in relation to the
Issues or any other matters referred to in this announcement. Apart
from the responsibilities and liabilities, if any, which may be imposed
on it by the Financial Services Board of South Africa or the regulatory
regime established thereunder, RMB will not be responsible to anyone
other than the Company for providing the protections afforded to its
clients or for providing advice in relation to the Issues or any other
matter referred to in this announcement.
Apart from the responsibilities and liabilities, if any, which may be
imposed on Stifel and J.P. Morgan Cazenove under the Financial Services
and Markets Act 2000 (as amended) 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 Stifel nor J.P. Morgan Cazenove
nor any of their respective affiliates accept any responsibility or
liability whatsoever for, nor make any representation or warranty,
express or implied, concerning the contents of this announcement,
including its accuracy, completeness or verification, or for any other
statement made or purported to be made by the Company, or on the
Company's behalf, or by Stifel or J.P. Morgan Cazenove, or on behalf of
Stifel or J.P. Morgan Cazenove in connection with the Company, the
Issues or the New Shares and nothing in this announcement is, or shall
be relied upon as, a promise or representation in this respect, whether
as to the past or future. To the fullest extent permitted by law, each
of the Stifel and J.P. Morgan Cazenove and their respective affiliates
disclaim all and any duty, liability or responsibility whatsoever,
whether direct or indirect and whether in contract, in tort, under
statute or otherwise (save as referred to above), which it might
otherwise have in respect of this announcement or any such statement.
This announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the information
contained therein.
Source: Foresight Solar Fund Limited via Globenewswire
(END) Dow Jones Newswires
March 14, 2017 03:00 ET (07:00 GMT)
Copyright (c) 2017 Dow Jones & Company, Inc.
Foresight Solar (LSE:FSFL)
Historical Stock Chart
From Apr 2024 to May 2024
Foresight Solar (LSE:FSFL)
Historical Stock Chart
From May 2023 to May 2024