Results of Placing, Offer and EGM

RNS Number : 1328R

BACIT Limited

22 October 2013

 



NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, TO US PERSONS OR IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA, SINGAPORE OR HONG KONG.

This announcement is an advertisement and not a prospectus. This announcement does not constitute or form part of, and should not be construed as, any offer for sale or subscription of, or solicitation of any offer to buy or subscribe for, any securities in BACIT Limited (the "Company") or securities in any other entity, in any jurisdiction, including the United States, 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, any contract or investment decision whatsoever, in any jurisdiction. This announcement does not constitute a recommendation regarding any securities. Any investment decision must be made exclusively on the basis of the prospectus (the "Prospectus") published by the Company on 26 September 2013.

Unless the context requires otherwise, defined terms in this announcement shall have the meanings given to them in the Prospectus.

22 October 2013

BACIT Limited

Results of Placing and Offer for Subscription and
Extraordinary General Meeting

The Board of BACIT Limited ("BACIT" or the "Company") is pleased to announce that the Placing and Offer for Subscription of C Shares was oversubscribed and the maximum amount of C Shares will be issued. An aggregate of 200,000,000 C Shares in the Company will be issued at a price of £1 per C Share. 139,279,186 C Shares will be issued under the Placing, 60,280,814 C Shares will be issued pursuant to the Offer for Subscription and the remainder will be issued to certain directors of the Company and members of the Management Team. Applications under the Offer for Subscription were satisfied in full.

In addition, all resolutions proposed at the Extraordinary General Meeting of the Company held on 22 October 2013 were duly passed. In accordance with Listing Rule 9.6.2 the resolutions passed at the Extraordinary General Meeting have been submitted to the National Storage Mechanism and will shortly be available for inspection at http://www.morningstar.co.uk/uk/NSM.

The bookbuilding process for the Placing closed at 12.00 pm on Tuesday, 22 October 2013 and the Offer for Subscription closed at 11.00 am on Monday, 21 October 2013. 

Application has been made for 200,000,000 C Shares to be admitted to the Official List and to trading on the London Stock Exchange.

The expected timetable for admission and unconditional dealings in the Ordinary Shares is as follows:

Admission and commencement of unconditional dealings on the London Stock Exchange	8.00 am on 28 October 2013
CREST accounts credited (where applicable)	28 October 2013
Despatch of definitive share certificates (where applicable)	Week commencing 11 November 2013

The C Shares will trade under the code "BACC" from admission.

For further information please contact:

J.P. Morgan Cazenove                                                    Tel: [phone]
William Simmonds

IMPORTANT NOTICES

J.P. Morgan Cazenove is acting exclusively for the Company and no one else in connection with the Offer and will not regard any other person (whether or not a recipient of this announcement) as its client and will not be responsible to anyone other than the Company for providing the protections afforded to clients of J.P. Morgan Cazenove nor for giving advice in relation to the Offer, the contents of this announcement or any transaction or arrangement referred to herein.

The Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or any state securities laws in the United States or under the applicable securities laws of Australia, Canada, Japan, South Africa, Singapore or Hong Kong. Subject to certain exceptions, the Shares may not be offered or sold within Australia, Canada, Japan, South Africa, Singapore or Hong Kong. Further, the Shares may not be offered or sold directly or indirectly in or into the United States, or to or for the account or benefit of any U.S. person (as defined in Regulation S under the Securities Act). 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 Institute of Cancer Research does not accept any responsibility whatsoever for the contents of this announcement or for any other statement made or purported to be made by it or on its behalf in connection with the Company, the Shares or the Offer.

This announcement may not be distributed, directly or indirectly, in or into or from the United States, Australia, Canada, Japan, South Africa, Singapore or Hong Kong or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. This announcement does not constitute or form part of an offer to sell or issue, or any solicitation of an offer to buy or subscribe for, any securities referred to herein in the United States or in any other jurisdiction. The Offer and the distribution of this announcement and other information in connection with the Offer in certain jurisdictions may be restricted by law 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.

The price and value of securities may go up as well as down. Persons needing advice should contact a professional adviser.

Certain information contained in this announcement may constitute "forward-looking statements," which can be identified by the use of terms such as "may", "will", "should", "expect", "anticipate", "project", "estimate", "intend", "continue," "target" or "believe" (or the negatives thereof) or other variations thereon or comparable terminology. These forward looking statements include matters that are not historical facts and include statements regarding the Company's intentions, beliefs or current expectations concerning, among other things, the Company's results of operations, financial condition, liquidity, prospects, growth and strategies. Due to various risks and uncertainties, actual events or results or actual performance of the Company may differ materially from those reflected or contemplated in such forward-looking statements. As a result, investors should not rely on such forward-looking statements in making their investment decisions. No representation or warranty is made as to the achievement or reasonableness of and no reliance should be placed on such forward-looking statements. There is no guarantee that the Company will generate a particular internal rate of return.

By their nature, forward looking statements involve risk and uncertainty because they relate to future events and circumstances. A number of factors could cause actual results and developments to differ materially from those expressed or implied by the forward looking statements including, without limitation, the factors described in the risk factors section of the Prospectus. Save as required by law or by the Listing Rules of the Financial Conduct Authority, the Company undertakes no obligation publicly to release the results of any revisions to any forward looking statements in this announcement that may occur due to any change in its expectations or to reflect events or circumstances after the date of this announcement.

Information in this announcement or any of the documents relating to the Offer cannot be relied upon as a guide to future performance.

 

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