TIDMINPP
RNS Number : 4864D
International Public Partnership Ld
10 October 2018
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT
FOR PUBLICATION, RELEASE, OR DISTRIBUTION, DIRECTLY OR INDIRECTLY,
IN, OR INTO, THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH
AFRICA OR ANY JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL OR
TO U.S. PERSONS. THE INFORMATION CONTAINED HEREIN DOES NOT
CONSTITUTE OR FORM PART OF ANY OFFER TO ISSUE OR SELL, OR ANY
SOLICITATION OF ANY OFFER TO SUBSCRIBE OR PURCHASE, ANY INVESTMENTS
IN ANY JURISDICTION.
10 October 2018
Proposed Issue of Equity
The Board of Directors (the "Board") of International Public
Partnerships Limited (the "Company" and/or "INPP") is pleased to
announce that the Company is seeking to raise additional funds
through the issue of ordinary shares of 0.01p each in the capital
of the Company (the "New Ordinary Shares") by way of tap issuance
(the "Issue"). The Issue will be made to qualifying investors
through the Company's corporate broker, Numis Securities Limited
("Numis").
The Board is launching the fund raising in response to
shareholder feedback indicating a demand to reinvest into the
infrastructure sector following recent market transactions, to
repay drawn facilities and to provide sufficient resources for the
Company's contracted future acquisitions and other planned
investments.
The Board are proposing to undertake the Issue at an Issue price
per New Ordinary Share of 152.5p which, represents a premium to the
Directors' estimate of the Company's ex-dividend net asset value
("NAV").
At present, GBP24.8 million is currently drawn of the cash
component of the Company's corporate debt facility. Following the
Company's investment in the Dudgeon OFTO project of c.GBP47 million
which is anticipated to complete in October 2018, approximately
GBP72 million will be drawn on the cash component of the corporate
debt facility. The Company's pipeline of opportunities is strong
and, looking forward, it is currently anticipated that a further c.
GBP200 million will be required to be drawn under the Company's
corporate debt facility during 2019 in order to meet the Company's
contractual obligations with respect to its final investments in
the Cadent gas distribution business together with further amounts
required, in due course, to fund the Company's additional
commitments to other planned investments.
Given the investment commitments and investment opportunities
noted above and having regard to wider market considerations the
Company believes that it is appropriate at this time to seek to
raise approximately GBP75 million of further equity capital in
order to pay down the anticipated drawn balance of corporate debt
facility after the Dudgeon acquisition. The Board may consider
raising additional amounts at their discretion and depending on
shareholder demand to address in part the additional commitments
and opportunities of the Company referred to above. In the event of
excess demand the Board would in exercising their discretion as to
allotment expect to give preference to existing shareholders when
allocating stock.
The Company remains positive about its prospects regarding both
the performance of its existing investments and the opportunity to
add high-quality investments to the portfolio in the
short-to-medium term.
The Issue is expected to close at 12 noon (London time) on
Wednesday, 24 October 2018, but may close earlier or later at the
absolute discretion of the Board.
Qualified investors are invited to apply for New Ordinary Shares
by contacting Numis on the contact details below. The decision to
allot New Ordinary Shares to any qualified investor shall be at the
absolute discretion of the Board and Numis.
Expected Timetable
Fund raise opens 10 October 2018
Latest time and date for receipt of 12 noon 24 October
commitments 2018
under the Placing
Announcement of results of the Placing 7.00 a.m. 25 October
2018
Admission and dealings in New Ordinary 8.00 a.m. 29 October
Shares on the 2018
London Stock Exchange's Main Market
Certain information contained in this announcement would have
constituted inside information (as defined by Article 7 of
Regulation (EU) No 596/2014) prior to its release as part of this
announcement.
For further information:
Erica Sibree +44 (0)20 7939 0558
Amber Fund Management Limited
Hugh Jonathan +44 (0)20 7260 1263
Numis Securities
Important Notices
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 either Amber Fund Management Limited or
by Numis 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 its
advisers, and any liability therefore is expressly disclaimed.
Neither this Announcement nor anything contained herein shall
form the basis of, or be relied upon in connection with, any offer
or commitment whatsoever in any jurisdiction.
This Announcement and the information contained herein is not
for publication, release or distribution, directly or indirectly,
in or into the United States, Australia, Canada, Japan or South
Africa, any EEA jurisdiction other than the UK, Ireland, Sweden and
Denmark or any jurisdiction in which the same would be unlawful.
This Announcement does not constitute an offer to sell or issue or
the solicitation of an offer to buy or acquire shares in the
capital of the Company.
The Shares have not been, or will not be, registered under the
U.S. Securities Act of 1933, as amended (the "Securities Act") or
with any securities regulatory authority of any State or other
jurisdiction of the United States, and accordingly may not be
offered, sold or transferred within the United States except
pursuant to an exemption from, or in a transaction not subject to,
registration under the Securities Act. No offering of the Shares is
being made in the United States or to U.S. persons as defined in
and in accordance with Regulation S under the Securities Act ("U.S.
Persons"). The Company has not been and will not be registered
under the U.S. Investment Company Act of 1940, as amended (the
"Investment Company Act") and investors will not be entitled to the
benefits of that Act.
The Company is a non-EU AIF for the purposes of the Alternative
Investment Fund Managers Directive ("AIFMD") and has not applied
for permission to market New Ordinary Shares in any jurisdiction
other than the United Kingdom, Ireland, Sweden and Denmark.
Investors will, by bidding for New Ordinary Shares, be deemed to
have represented that it is lawful for them to have made such a bid
and to hold New Ordinary Shares and that where required by AIFMD,
they have read the information made available by the Company under
Article 23 of AIFMD. The additional regulatory disclosures made by
the Company under Article 23 of AIFMD can be found on the INPP
website at
www.internationalpublicpartnerships.com/investor-information/other-publications.
Numis, which is authorised and regulated in the United Kingdom
by the Financial Conduct Authority, is acting for the Company and
is acting for no-one else in connection with the Issue and will not
be responsible to anyone other than the Company for providing the
protections afforded to its clients nor for providing advice in
relation to the proposed issue or any other matter referred to
herein. To the fullest extent permitted by law recipients agree
that Numis shall not have any liability (direct or indirect) for or
in connection with this Announcement or any matters arising out of
or in connection herewith. Numis has not authorised the contents
of, or any part of, this document.
This announcement is an advertisement. It does not constitute a
prospectus relating to the Company and does not constitute, or form
part of, any offer or invitation to sell or issue, or any
solicitation of any offer to purchase or subscribe for, any shares
in the Company in any jurisdiction nor shall it, or any part of it,
or the fact of its distribution, form the basis of, or be relied on
in connection with or act as any inducement to enter into, any
contract therefor. Recipients of this announcement who are
considering acquiring New Shares are reminded that any such
acquisition must be made only on the basis of the information
contained in the Prospectus and any supplement or supplements
thereto which may be different from the information contained in
this announcement. This announcement does not contain sufficient
information to support an investment decision and investors should
ensure that they obtain all relevant information before making any
investment.
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.
END
IOEUKAWRWWARRAA
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