Result of Equity Issue

RNS Number : 8343I

BB Healthcare Trust PLC

29 November 2018

 

29 November 2018

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, TO US PERSONS OR IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION IN WHICH THE PUBLICATION, DISTRIBUTION OR RELEASE OF THIS ANNOUNCEMENT WOULD BE UNLAWFUL. PLEASE SEE THE SECTION ENTITLED "DISCLAIMER" TOWARDS THE END OF THIS ANNOUNCEMENT.

This announcement does not constitute, and may not be construed as, an offer to sell or an invitation or recommendation to purchase, sell or subscribe for any securities or investments of any description, or a recommendation regarding the issue or the provision of investment advice by any party.

BB Healthcare Trust plc

Result of Issue

Further to its announcement on 5 November 2018, the Board of Directors of BB Healthcare Trust plc (the "Company") is pleased to announce that the Company has successfully raised gross proceeds of approximately £46.3 million by way of an Initial Placing, Offer for Subscription and Intermediaries Offer (the "Initial Issue") of ordinary shares of £0.01 each (the "Ordinary Shares"), as described in the prospectus published by the Company on 5 November 2018 (the "Prospectus"). The net proceeds of the Initial Issue are expected to be approximately £45.4 million.

Applications have been received under the Initial Issue for 34,053,025 Ordinary Shares which will be issued at a price of 136 pence per Ordinary Share. Of these, 26,029,068 Ordinary Shares will be issued under the Initial Placing, 7,000,567 Ordinary Shares under the Offer for Subscription and 1,023,390 Ordinary Shares under the Intermediaries Offer.

Following the completion of the Initial Issue, the Company will have over the course of 2018 issued a total of 91,491,551 Ordinary Shares, raising aggregate gross proceeds of approximately £123.9 million.

Applications have been made for admission of the Ordinary Shares to the premium segment of the Official List of the UK Listing Authority and to trading on the premium segment of the London Stock Exchange plc's main market for listed securities ("Admission"). Admission is expected to occur at 8.00 a.m. on 3 December 2018.

Following the Initial Issue, the Company's issued share capital will comprise 353,160,819 Ordinary Shares and this is the total number of Ordinary Shares with voting rights in the Company. This figure (353,160,819) may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

Terms not otherwise defined in this announcement have the meanings given to them in the Prospectus.

The Company's LEI is: 213800HQ3J3H9YF2UI82

For further information please contact:

Bellevue Advisors Limited Claude Mikkelsen Telephone: [phone] Mobile: [phone] Peel Hunt LLP (Sole Sponsor, Joint Bookrunner and Intermediaries Offer Adviser) Luke Simpson, Liz Yong, Helen Rennardson (Corporate Broking) Mark Thompson, Chris Bunstead (Sales) Sohail Akbar (Intermediaries) Telephone: [phone] J.P. Morgan Cazenove (Joint Bookrunner) William Simmonds Ed Murray Eddie Nissen (Sales) Oliver Kenyon Telephone: [phone] Maitland/amo - Financial PR William Clutterbuck Jason Ochere Telephone: [phone]

Disclaimer

This announcement does not constitute, and may not be construed as, an offer to sell or an invitation to purchase investments of any description or a recommendation regarding the issue or the provision of investment advice by any party. No information set out in this announcement is intended to form the basis of any contract of sale, investment decision or any decision to purchase shares in the Company.

This announcement is not for release, publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia, collectively, the "United States"), Australia, Canada, the Republic of South Africa, Japan or any other jurisdiction where such distribution is unlawful, or to US Persons, as defined in Regulation S. 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 is not an offer of securities for sale into the United States. Each of Peel Hunt LLP ("Peel Hunt"), which is authorised and regulated in the United Kingdom by the FCA, and J.P. Morgan Securities plc, which conducts its U.K. investment banking business as J.P. Morgan Cazenove ("J.P. Morgan Cazenove"), which is authorised in the United Kingdom by the Prudential Regulation Authority ("PRA") and regulated in the United Kingdom by the FCA and the PRA, are acting exclusively for the Company and for no-one else in connection with the Initial Issue, the Share Issuance Programme or any Admission and the other arrangements referred to in this announcement and will not regard any other person as their respective clients in relation to the Initial Issue, the Share Issuance Programme or any Admission and the other arrangements referred to in this announcement and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, nor for providing advice in connection with the Initial Issue and the other arrangements referred to in this announcement.

The Ordinary Shares  have not been, and will not be, registered under the US Securities Act 1933 ("US Securities Act") or with any securities regulatory authority of any state or other jurisdiction of the United States, and may not be offered or sold within the United States or to or for the account or benefit of US Persons (as defined in Regulation S under the US Securities Act ("Regulation S"). In addition the Company has not been and will not be registered under the US Investment Company Act of 1940, as amended. Outside the United States, the Ordinary Shares may be sold to non-US Persons pursuant to the provisions of Regulation S.

The value of shares and the income from them is not guaranteed and can fall as well as rise due to stock market and currency movements.  When you sell your investment you may get back less than you originally invested. Returns may increase or decrease as a result of currency fluctuations.

None of Peel Hunt or J.P. Morgan Cazenove, or any of their respective affiliates, accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to this announcement, including the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of the announcement or its contents or otherwise arising in connection therewith. Peel Hunt, J.P. Morgan Cazenove, and their respective affiliates, accordingly disclaim all and any liability whether arising in tort, contract or otherwise which they might otherwise have in respect of this announcement or its contents or otherwise arising in connection therewith.

In connection with the Initial Issue, Peel Hunt, J.P. Morgan Cazenove and any of their affiliates, may take up a portion of the Ordinary Shares in the Initial Issue as a principal position and in that capacity may retain, purchase, sell, offer to sell for their own accounts such Ordinary Shares and other securities of the Company or related investments in connection with the Initial Issue or otherwise.  Accordingly, references in the Prospectusto the Ordinary Shares being issued, offered, subscribed, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or subscription, acquisition, placing or dealing by, Peel Hunt, J.P. Morgan Cazenove and any of their affiliates acting in such capacity.  In addition Peel Hunt, J.P. Morgan Cazenove and any of their affiliates may enter into financing arrangements (including swaps or contracts for differences) with investors in connection with which Peel Hunt, J.P. Morgan Cazenove and any of their affiliates may from time to time acquire, hold or dispose of Ordinary Shares. Peel Hunt and J.P. Morgan Cazenove do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so.

Disclaimer (Switzerland)

The attention of potential investors in Switzerland is drawn to the section titled "Additional information for Swiss investors" contained within the "Important Information" section of the securities note which forms part of the Prospectus.

 

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