Apart from the responsibilities and liabilities, if any, which
may be imposed on Panmure Gordon by the Financial Services and
Markets Act 2000, Panmure Gordon does not accept any responsibility
whatsoever for the contents of this Announcement, and makes no
representation or warranty, express or implied, for the contents of
this Announcement, including its accuracy, completeness or
verification, or for any other statement made or purported to be
made by it, or on its behalf, in connection with Lonrho or the New
Ordinary Shares or the Capital Raising, 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.
Panmure Gordon accordingly disclaims to the fullest extent
permitted by law all and any liability whether arising in tort,
contract or otherwise (save as referred to above) which it might
otherwise have in respect of this Announcement or any such
statement.
No statement in this Announcement is intended to be a profit
forecast and no statement in this Announcement should be
interpreted to mean that earnings per share of Lonrho for the
current or future financial years would necessarily match or exceed
the historical published earnings per share of Lonrho.
This Announcement includes statements that are, or may be deemed
to be, "forward-looking statements". These forward-looking
statements can be identified by the use of forward-looking
terminology, including the terms such as "anticipates", "believes",
"estimates", "expects", "intends", "may", "plans", "projects",
"should" or "will", or, in each case, their negative or other
variations or comparable terminology, or by discussions of
strategy, plans, objectives, goals, future events or intentions.
These forward-looking statements include all matters that are not
historical facts. They appear in a number of places throughout this
Announcement and include, but are not limited to, statements
regarding the intentions, beliefs or current expectations of the
Group or any of its Directors, concerning, amongst other things,
the Group's results of operations, financial position, prospects,
growth, strategies and expectations for the markets within which
the Group operates.
Any forward-looking statements in this document reflect Lonrho's
current view with respect to future events and are subject to risks
relating to future events and other risks, uncertainties and
assumptions relating to the Group's operations, results of
operations and growth strategy. Forward-looking statements are not
guarantees of future performance. Investors should specifically
consider the factors identified in this Announcement, and in the
Prospectus, which could cause actual results to differ before
making an investment decision. Subject to the requirements of the
Prospectus Rules, the Disclosure and Transparency Rules and the
Listing Rules, none of Lonrho, the Directors or Panmure Gordon
undertakes any obligation publicly to release the result of any
revisions to any forward-looking statements in this Announcement,
or the Prospectus, that may occur due to any change in Lonrho's
expectations or to reflect events or circumstances after the date
of this Announcement. A number of factors could cause results and
developments of the Group to differ materially from those expressed
or implied by the forward-looking statements including, without
limitation, general economic and business conditions, industry
trends, competition, changes in regulation, currency fluctuations,
changes in business strategy, political and economic uncertainty
and other factors discussed in the section of the Prospectus headed
"Risk Factors".
The forward looking statements contained in this document speak
only as of the date of this Announcement. Other than in accordance
with their legal or regulatory obligations (including under the
Listing Rules and/or the Prospectus Rules and/or the Disclosure and
Transparency Rules) and as required by the FSA, the London Stock
Exchange or the City Code, neither of the Company or Panmure Gordon
undertakes any obligation to update or revise publicly any forward
looking statement, whether as a result of new information, future
events or otherwise. All subsequent written and oral forward
looking statements attributable to the Group or individuals acting
on behalf of the Group are expressly qualified in their entirety by
this paragraph. Prospective investors should specifically consider
the risk factors set out in the Prospectus which could cause actual
results to differ before making an investment decision.
This document should not be considered a recommendation by the
Company, Panmure Gordon or any of their respective directors,
officers, employees, advisers or any of their respective
affiliates, parent undertakings, subsidiary undertakings or
subsidiaries of their parent undertakings in relation to any
purchase of or subscription for the New Ordinary Shares. Price and
volumes of, and income from, securities may go down as well as up
and an investor may not get back the amount invested. It should be
noted that past performance is no guide to future performance. You
are advised to read this document and, once available, the
Prospectus and the information incorporated by reference therein,
in their entirety for a further discussion of the factors that
could affect the Group's future performance and the industry in
which it operates. Persons needing advice should consult an
independent financial adviser.
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT IS NOT FOR
RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN
WHOLE OR IN PART, IN OR INTO THE UNITED STATES, Australia, Canada,
Japan AND THE REPUBLIC OF South Africa and SHOULD NOT BE
DISTRIBUTED IN, FORWARDED TO OR TRANSMITTED INTO ANY JURISDICTION
WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF LOCAL APPLICABLE
SECURITIES LAWS OR REGULATIONS.
This Announcement is an advertisement. It is not a prospectus.
Investors should not subscribe for or purchase any shares referred
to in this Announcement except SOLELY on the basis of information
in the prospectus to be published by LONRHO plc in connection with
the proposed Capital Raising. Copies of the prospectus will,
following publication, be available from the company's registered
office and, OTHER THAN IN respect of CERTAIN JURISDICTIONS, on its
CORPORATE website at www.LONRHO.coM.
THE SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES
UNLESS REGISTERED UNDER THE US SECURITIES ACT OR PURSUANT TO AN
EXEMPTION FROM SUCH REGISTRATION. NO PUBLIC OFFERING OF THE
SECURITIES DISCUSSED HEREIN IS BEING MADE IN THE UNITED STATES. THE
INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE AN OFFERING OF
SECURITIES FOR SALE IN THE UNITED STATES AND THE COMPANY DOES NOT
CURRENTLY INTEND TO REGISTER ANY SECURITIES UNDER THE US SECURITIES
ACT.
13 December 2011
Lonrho Plc
Proposed Firm Placing and Placing and Open Offer to raise
approximately GBP26.9million gross proceeds
1. Introduction
The Board of Directors of Lonrho has today announced that it is
proposing to raise approximately GBP25.4 million, net of expenses,
through the issue of 269,498,795 New Ordinary Shares at an issue
price of 10 pence per New Ordinary Share, a discount of zero per
cent. to the Closing Price on 12 December 2011. 161,280,925 New
Ordinary Shares will be issued through the Firm Placing and
108,217,870 New Ordinary Shares will be issued through the Placing
and Open Offer.
2. Background to and reasons for the Capital Raising
The Group's strategy is to continue to grow the business by
concentrating on each of its five strategic business divisions
whilst diversifying risk through presence in a number of African
countries and industries. The Board believes that the geographical
spread of Lonrho's operations across 18 countries in Sub-Saharan
Africa significantly reduces political risk as compared to
businesses operating in a single country. To date the Group has put
in place a solid foundation for each of its business divisions. The
Board believes future growth on these foundations will be generated
through the development and expansion of existing businesses
together with the acquisition of new businesses synergistic to
existing operations. Strategically, the Directors believe that new
growth opportunities currently exist in each of its business
divisions for further expansion of their operations both
organically and through appropriate acquisitions to meet the
increasing demand for the Group's services. As such, the Directors
believe that access to additional capital will enable the Group to
fund targeted synergistic acquisitions and to provide the working
capital required to exploit new and incremental growth
opportunities within the Group's divisions, helping to deliver on
the Group's growth strategy.
3. Use of proceeds
Following the completion of the Capital Raising the net proceeds
will be held by the Company in cash or cash equivalents and then
used in line with the Group's strategy to fund the development of
new business opportunities for the Group to complement its current
operations. Although the Company currently has no specific
identified use for the GBP25.4 million estimated net proceeds of
the Capital Raising, these new business opportunities are expected
to be realised via acquisitions of businesses or companies or via
the development of new and incremental opportunities in the
existing businesses. The Group often has to react rapidly to
evaluate, agree appropriate terms and identify funding so that it
can secure suitable opportunities. The availability of the net
proceeds of the Capital Raising will assist in achieving this
objective.
4. Key terms and conditions of the Capital Raising
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