TIDMUTG
RNS Number : 5581F
Unite Group PLC
21 February 2018
21 February 2018
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN
WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE
UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY OTHER
JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION
WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR IMMEDIATE
RELEASE.
THE UNITE GROUP PLC
RESULTS OF PLACING
The Unite Group plc ("Unite Students", or "Unite" or the
"Company" or the "Group"), the UK's largest and most established
manager and developer of purpose-built student accommodation, is
pleased to announce the successful completion of the placing
announced earlier today (the "Placing").
A total of 22,206,872 new ordinary shares in the Company (the
"Placing Shares") have been placed by J.P. Morgan Securities plc,
which conducts its UK investment banking activities as J.P. Morgan
Cazenove ("J.P. Morgan Cazenove" or "JPMC") and Numis Securities
Limited ("Numis") (together, the "Joint Bookrunners") at a price of
765 pence per Placing Share, with existing and new institutional
investors, raising gross proceeds of approximately GBP170 million.
The placing price of 765 pence per Placing Share represents a
discount of 1.7 per cent. to the intra-day price at 2:17 p.m.
(being the time the placing price was agreed). The net placing
price of approximately 750 pence per Placing Share to be received
by the Company after expenses directly attributable to the Placing
represents a discount of approximately 3.6% per cent. to that
intra-day price.
The Placing Shares represent approximately 9.2 per cent. of the
issued ordinary share capital of the Company prior to the
Placing.
Application has been made to the Financial Conduct Authority for
admission of the Placing Shares to the premium listing segment of
the Official List maintained by the UK Listing Authority and to the
London Stock Exchange (the "LSE") for admission to trading of the
Placing Shares on the LSE's main market for listed securities
(together "Admission"). It is expected that Admission will take
place at or around 8.00 a.m. (London time) on 23 February 2018 (or
such later date as may be agreed between the Company and the Joint
Bookrunners) and that dealings in the Placing Shares will commence
at the same time.
The Placing Shares will, when issued, be credited as fully paid
and will rank pari passu in all respects with the existing issued
Ordinary Shares. This includes the right to receive all dividends
and other distributions declared or paid in respect of such
Ordinary Shares after the date of issue of the Placing Shares. The
Placing Shares will be entitled to the final dividend for the year
ended 31 December 2017.
Capitalised terms used but not defined in this announcement have
the same meanings as set out in the placing announcement of the
Company released at 7.00am (London time) today, 21 February
2018.
Richard Smith, Chief Executive Officer of Unite Group,
commented:
"We are delighted to have successfully completed this placing
and for the strong support received from shareholders. The funds
raised will enable us to enhance the growth in earnings from our
new University partnerships, whilst maintaining our balance sheet
strength. We continue to focus on delivering value for
shareholders."
The person responsible for making this Announcement on behalf of
the Company is Chris Szpojnarowicz, Company Secretary.
For further information, please contact:
The Unite Group
Richard Smith, Chief Executive Officer
Joe Lister, Chief Financial Officer 0117 302 7045
J.P. Morgan Cazenove (Joint Bookrunner)
Bronson Albery
Barry Meyers
Edouard Asselin 0207 742 4000
Numis Securities (Joint Bookrunner)
Heraclis Economides
Ben Stoop
Oliver Hardy 020 7260 1000
Powerscourt (PR adviser to Unite)
Justin Griffiths
Alison Watson
Mazar Masud 020 7250 1446
IMPORTANT NOTICES
The distribution of this Announcement and the offering, placing
and/or issue of the Placing Shares in certain jurisdictions may be
restricted by law. No action has been taken by the Company, the
Joint Bookrunners or any of their respective affiliates that would
permit an offer of the Placing Shares or possession or distribution
of this Announcement or any other offering or publicity material
relating to such Placing Shares in any jurisdiction where action
for that purpose is required. Persons into whose possession this
announcement comes are required by the Company and the Joint
Bookrunners to inform themselves about and to observe any such
restrictions.
This Announcement is for information purposes only and shall not
constitute an offer to sell or issue or the solicitation of an
offer to buy, subscribe for or otherwise acquire securities in any
jurisdiction in which any such offer or solicitation would be
unlawful. Any failure to comply with this restriction may
constitute a violation of the securities laws of such
jurisdictions.
This Announcement or any part of it does not constitute or form
part of any offer to issue or sell, or the solicitation of an offer
to acquire, purchase or subscribe for, any securities 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"), Canada, Australia, South Africa, Japan or any other
jurisdiction in which the same would be unlawful. No public
offering of the Placing Shares is being made in any such
jurisdiction.
The Placing Shares have not been and will not be registered
under the US Securities Act of 1933, as amended (the "Securities
Act""), or under the securities laws or with any securities
regulatory authority of any state or other jurisdiction of the
United States, and accordingly the Placing Shares may not be
offered, sold, pledged or transferred, directly or indirectly, in,
into or within the United States except pursuant to an exemption
from, or in a transaction not subject to, the registration
requirements of the Securities Act and the securities laws of any
relevant state or jurisdiction of the United States. There is no
intention to register any portion of the offering in the United
States or to conduct a public offering of securities in the United
States.
The Placing Shares have not been approved or disapproved by the
US Securities and Exchange Commission, any state securities
commission or other regulatory authority in the United States, nor
have any of the foregoing authorities passed upon or endorsed the
merits of the Placing or the accuracy or adequacy of this
Announcement. Any representation to the contrary is a criminal
offence in the United States.
This Announcement may contain and the Company may make verbal
statements containing "forward-looking statements" with respect to
certain of the Company's plans and its current goals and
expectations relating to its future financial condition,
performance, strategic initiatives, objectives and results.
Forward-looking statements sometimes use words such as "aim",
"anticipate", "target", "expect", "estimate", "intend", "plan",
"goal", "believe", "seek", "may", "could", "outlook" or other words
of similar meaning. By their nature, all forward-looking statements
involve risk and uncertainty because they relate to future events
and circumstances which are beyond the control of the Company,
including amongst other things, domestic and global economic
business conditions, market-related risks such as fluctuations in
interest rates and exchange rates, the policies and actions of
governmental and regulatory authorities, the effect of competition,
inflation, deflation, the timing effect and other uncertainties of
future acquisitions or combinations within relevant industries, the
effect of tax and other legislation and other regulations in the
jurisdictions in which the Company and its respective affiliates
operate, the effect of volatility in the equity, capital and credit
markets on the Company's profitability and ability to access
capital and credit, a decline in the Company's credit ratings; the
effect of operational risks; and the loss of key personnel. As a
result, the actual future financial condition, performance and
results of the Company may differ materially from the plans, goals
and expectations set forth in any forward-looking statements. Any
forward-looking statements made in this Announcement by or on
behalf of the Company speak only as of the date they are made.
Except as required by applicable law or regulation, the Company
expressly disclaims any obligation or undertaking to publish any
updates or revisions to any forward-looking statements contained in
this Announcement to reflect any changes in the Company's
expectations with regard thereto or any changes in events,
conditions or circumstances on which any such statement is
based.
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 the Company for the
current or future financial years would necessarily match or exceed
the historical published earnings per share of the Company.
J.P. Morgan Securities plc, which conducts its UK investment
banking activities as J.P. Morgan Cazenove, and which is authorised
by the Prudential Regulation Authority and regulated in the United
Kingdom by the Financial Conduct Authority (the "FCA") and the
Prudential Regulation Authority, is acting for the Company in
connection with the Placing and no-one else and will not be
responsible to anyone other than the Company for providing the
protections afforded to clients of J.P. Morgan Securities plc nor
for providing advice in relation to the Placing or any other matter
referred to in this Announcement.
Numis Securities Limited, which is authorised and regulated in
the United Kingdom by the FCA, is acting for the Company in
connection with the Placing and no-one else and will not be
responsible to anyone other than the Company for providing the
protections afforded to clients of Numis Securities Limited nor for
providing advice in relation to the Placing or any other matter
referred to in this Announcement.
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 the Joint Bookrunners or by any of their
respective affiliates or their or their respective affiliates'
agents, directors, officers and employees, respectively, 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 therefor is expressly disclaimed.
Neither the content 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 information is provided by RNS
The company news service from the London Stock Exchange
END
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