Proposed Acquisition
February 04 2005 - 8:33AM
UK Regulatory
RNS Number:2435I
Plantation & General Investmnts.PLC
04 February 2005
Plantation & General Investments plc
The Directors of Plantation & General Investments plc ("PGI" or "the Company")
are pleased to announce that they have signed non-binding heads of terms in
relation to the proposed acquisition of an 80 per cent. interest in a Russian
property investment management business and that they are proposing an equity
fundraising to raise approximately #9.0 million before expenses.
Acquisition of Russian property investment management business
The business being acquired, which will operate under the name of Jensen,
involves real estate investment management and development, and is based in St.
Petersburg, Russia. It is wholly owned by Steven Wayne, an American who
established the business in 1991. He has a strong track record of managing
property investments in Russia. Mr Wayne is a graduate of Harvard University
and, prior to developing his own business, was employed by Morgan Stanley in New
York and London.
Jensen is to acquire the management function, currently carried out by various
entities owned by Mr Wayne, of funds that invest in St. Petersburg real estate.
As manager, Jensen will receive annual management fees and carried interest
based on fund performance.
PGI is to buy an 80 per cent. equity stake in a company that will conduct the
Jensen business and will own premises in St. Petersburg. Mr Wayne will receive
as consideration 9.2 million new ordinary shares in PGI representing
approximately 9.5 per cent. of its issued share capital as enlarged by the
proposed equity fundraising as further described below.
Proposed Equity Fundraising
In conjunction with the proposed acquisition, PGI is proposing an equity
fundraising which will involve an offering of new ordinary shares to existing
ordinary shareholders and holders of PGI's 12 per cent. convertible unsecured
loan stock to raise approximately #9.0 million (before expenses) at a price of
25 pence per ordinary share.
The proposed equity fundraising will be fully underwritten by a company owned by
interests associated with Mr S.N. Roditi, who is a director of PGI and its
largest shareholder.
The proceeds of the equity fundraising will be used to repay some existing PGI
debt, fund a capital investment programme in its two Zambian subsidiaries
following the acquisition announced in December 2004 and support the development
of Jensen.
Enlarged PGI Group Strategy
The proposed acquisition will result in PGI expanding its activities to two main
business streams: the existing plantation assets in Africa and the management of
funds invested in real estate developments based in St. Petersburg, Russia.
The Directors of PGI believe there are substantial opportunities to grow the
property management business.
Board Appointment
On completion of the proposed acquisition, it is intended that Steve Wayne will
be appointed to the Board of Directors of PGI.
Conditions
The acquisition is conditional on, inter alia, the finalisation of due diligence
satisfactory to both parties, the transfer to Jensen of the relevant management
interests and execution of legally binding contractual documentation.
The equity fundraising is conditional on, inter alia, the approval of
shareholders at an extraordinary general meeting. An announcement will be
issued, and a circular containing notice of the extraordinary general meeting
will be despatched to shareholders, in due course. It is not proposed that the
acquisition and the equity fundraising will be conditional on each other.
Enquiries:
Plantation & General Investments plc
Richard Clothier, Group Chief Executive 020 7246 0207
Panmure Gordon
Andrew Godber 020 7187 2000
This information is provided by RNS
The company news service from the London Stock Exchange
END
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