Financial Express (Holdings) Limited (“we”, “our”, “us” and derivatives) are committed to protecting and respecting your privacy. This Privacy Policy, together with our Terms of Use, sets out the basis on which any personal data that we collect from you, or that you provide to us, will be processed by us relating to your use of any of the below websites (“sites”).

  • FEAnalytics.com
  • FEInvest.net
  • FETransmission.com
  • Investegate.co.uk
  • Trustnet.hk
  • Trustnetoffshore.com
  • Trustnetmiddleeast.com

For the purposes of the Data Protection Act 1998, the data controller is Trustnet Limited of 2nd Floor, Golden House, 30 Great Pulteney Street, London, W1F 9NN. Our nominated representative for the purpose of this Act is Kirsty Witter.

WHAT INFORMATION DO WE COLLECT ABOUT YOU?

We collect information about you when you register with us or use any of our websites / services. Part of the registration process may include entering personal details & details of your investments.

We may collect information about your computer, including where available your operating system, browser version, domain name and IP address and details of the website that you came from, in order to improve this site.

You confirm that all information you supply is accurate.

COOKIES

In order to provide personalised services to and analyse site traffic, we may use a cookie file which is stored on your browser or the hard drive of your computer. Some of the cookies we use are essential for the sites to operate and may be used to deliver you different content, depending on the type of investor you are.

You can block cookies by activating the setting on your browser which allows you to refuse the setting of all or some cookies. However, if you use your browser settings to block all cookies (including essential cookies) you may not be able to access all or part of our sites. Unless you have adjusted your browser setting so that it will refuse cookies, our system will issue cookies as soon as you visit our sites.

HOW WE USE INFORMATION

We store and use information you provide as follows:

  • to present content effectively;
  • to provide you with information, products or services that you request from us or which may interest you, tailored to your specific interests, where you have consented to be contacted for such purposes;
  • to carry out our obligations arising from any contracts between you and us;
  • to enable you to participate in interactive features of our service, when you choose to do so;
  • to notify you about changes to our service;
  • to improve our content by tracking group information that describes the habits, usage, patterns and demographics of our customers.

We may also send you emails to provide information and keep you up to date with developments on our sites. It is our policy to have instructions on how to unsubscribe so that you will not receive any future e-mails. You can change your e-mail address at any time.

In order to provide support on the usage of our tools, our support team need access to all information provided in relation to the tool.

We will not disclose your name, email address or postal address or any data that could identify you to any third party without first receiving your permission.

However, you agree that we may disclose to any regulatory authority to which we are subject and to any investment exchange on which we may deal or to its related clearing house (or to investigators, inspectors or agents appointed by them), or to any person empowered to require such information by or under any legal enactment, any information they may request or require relating to you, or if relevant, any of your clients.

You agree that we may pass on information obtained under Money Laundering legislation as we consider necessary to comply with reporting requirements under such legislation.

ACCESS TO YOUR INFORMATION AND CORRECTION

We want to ensure that the personal information we hold about you is accurate and up to date. You may ask us to correct or remove information that is inaccurate.

You have the right under data protection legislation to access information held about you. If you wish to receive a copy of any personal information we hold, please write to us at 3rd Floor, Hollywood House, Church Street East, Woking, GU21 6HJ. Any access request may be subject to a fee of £10 to meet our costs in providing you with details of the information we hold about you.

WHERE WE STORE YOUR PERSONAL DATA

The data that we collect from you may be transferred to, and stored at, a destination outside the European Economic Area (“EEA”). It may be processed by staff operating outside the EEA who work for us or for one of our suppliers. Such staff may be engaged in, amongst other things, the provision of support services. By submitting your personal data, you agree to this transfer, storing and processing. We will take all steps reasonably necessary, including the use of encryption, to ensure that your data is treated securely and in accordance with this privacy policy.

Unfortunately, the transmission of information via the internet is not completely secure. Although we will do our best to protect your personal data, we cannot guarantee the security of your data transmitted to our sites; any transmission is at your own risk. You will not hold us responsible for any breach of security unless we have been negligent or in wilful default.

CHANGES TO OUR PRIVACY POLICY

Any changes we make to our privacy policy in the future will be posted on this page and, where appropriate, notified to you by e-mail.

OTHER WEBSITES

Our sites contain links to other websites. If you follow a link to any of these websites, please note that these websites have their own privacy policies and that we do not accept any responsibility or liability for these policies. Please check these policies before you submit any personal data to these websites.

CONTACT

If you want more information or have any questions or comments relating to our privacy policy please email publishing@financialexpress.net in the first instance.

 Information  X 
Enter a valid email address

Impax Asian Env Mkt (IAEM)

  Print      Mail a friend

Friday 01 October, 2010

Impax Asian Env Mkt

Placing, Open Offer and Offer

RNS Number : 7431T
Impax Asian Environmental Mkts Plc
01 October 2010
 



 

 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR PUBLICATION, RELEASE, OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN, OR INTO, THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR ANY JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL.  THE INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR ANY JURISDICTION IN WHICH SUCH AN OFFER OR SOLICITATION IS UNLAWFUL.

 

 

Impax Asian Environmental Markets plc (the "Company")

 

 

Placing, Open Offer and Offer for Subscription with a target size of up to 200 million C Shares, Bonus Issue of Subscription Shares to C Shareholders and Notice of General Meeting

 

 

Introduction

Impax Asian Environmental Markets plc is pleased to announce its proposals for a Placing, Open Offer and Offer for Subscription of C Shares (the "Issue") to raise up to £200 million before expenses. The C Shares will convert into Ordinary Shares and, immediately following such Conversion, will be subject to a Bonus Issue of Subscription Shares. The Issue is not being underwritten and will not proceed unless subscriptions are received in aggregate for at least £40 million (or such lesser amount as the Company and Collins Stewart may agree).

 

Background and reasons for the Issue

The Company is a conventional investment trust which launched on 23 October 2009 raising gross proceeds of £104.5 million.

 

The Company's investment manager is Impax Asset Management Limited, a subsidiary of Impax Asset Management Group plc.

 

Since launch, the Company has performed well in terms of both the NAV per Ordinary Share and its share rating with the Ordinary Shares generally trading at a premium to NAV. As at 28 September 2010, the Ordinary Shares were trading at a 2.4 per cent. premium to NAV per Share (unaudited). The average premium on the Ordinary Shares to NAV per Share (unaudited) since 23 October 2009 is 2.0 per cent.

 

From the Company's launch on 23 October 2009 to 31 August 2010, the Company's undiluted NAV per share rose by 16.7 per cent. This compares favourably with three relevant indices. Over the same period, the MSCI AC Asia Pacific ex-Japan Index ("MXAPJ") rose by 8.9 per cent. in Sterling terms, while the FTSE Environmental Opportunities Asia Pacific ex-Japan Index ("EOAX") and the FTSE Environmental Opportunities Japan Index ("EOJP") rose by 11.5 per cent. and fell by 0.4 per cent. respectively.

 

Market demand for the Company's shares has remained strong and a further 10,449,000 Ordinary Shares (representing approximately 9.1 per cent. of the Company's current issued ordinary share capital) have been issued at a premium to NAV. As a result, the Company has issued all of its Tap Shares pursuant to the Company's existing shareholder authorities. Due to the Company's strong performance to date, the Board believes that there continues to be significant demand for Ordinary Shares from investors who are unable to purchase sufficient shares in the secondary market. The Board is therefore taking the opportunity to issue further shares by offering C Shares to both Qualifying Shareholders and new investors.

 

The Proposals involve:

 

-    a Placing, Open Offer and Offer for Subscription of C Shares to raise up to £200 million before expenses;

 

-    a Bonus Issue of Subscription Shares to holders of New Ordinary Shares arising on Conversion; and

 

-     the adoption of new Articles to provide for the rights and restrictions attaching to the C Shares.

 

The Directors believe that the Proposals have the following principal benefits:

 

-          Shareholders (as a priority through the Open Offer) and new investors, who might otherwise be unable to purchase sufficient Shares due to strong demand in the secondary market, will be able to subscribe for shares in the Company;

 

-          the market capitalisation of the Company will increase following the Issue and it is expected that the liquidity of the Ordinary Shares will be enhanced through a wider shareholder base;

 

-          the Issue will increase the size of the Company and enable it to spread its fixed operating expenses over a larger number of Ordinary Shares; and

 

-          the increase in net assets will enhance the Company's profile.

 

 

The Issue

The Board is proposing to raise up to £200 million, before expenses, by way of an issue of C Shares pursuant to the Placing, Open Offer and Offer for Subscription. The Directors have reserved the right, in consultation with Collins Stewart, to increase the size of the Issue up to 250 million C Shares if overall demand exceeds 200 million C Shares.

 

The Issue is conditional, inter alia, on the Placing Agreement becoming unconditional and not being terminated, Admission of the C Shares and the passing of the Resolutions to be put to the Company's shareholders at the General Meeting. The Issue will not proceed unless aggregate subscription are received which represent a minimum of £40 million (or such lesser amount as the Company and Collins Stewart may agree). The result of the Issue will be announced as soon as reasonably practicable following the conclusion of the General Meeting.

 

 

(a) Open Offer

 

The Directors recognise the importance of pre-emption rights to Shareholders and consequently up to 135,849,000 of the C Shares are being offered to Qualifying Shareholders at the Issue Price by way of the Open Offer. Qualifying Shareholders can also participate by subscribing for C Shares pursuant to the Offer for Subscription, and Qualifying Shareholders can subscribe in excess of their Open Offer Entitlements pursuant to the Excess Application Facility, as described below.

 

Under the Open Offer, Qualifying Shareholders are entitled to apply to subscribe for up to an aggregate amount of 135,849,000 C Shares (or such greater number as may be made available by the Directors in exercising their discretion to scale back the Placing in favour of the Open Offer) at the Issue Price pro rata to their holdings of Existing Ordinary Shares and/or Existing Subscription Shares on the following basis:

 

1 C Share for every 1 Existing Ordinary Share

and

1 C Share for every 1 Existing Subscription Share

 

held at the Record Date (being close of business on 29 September 2010).

 

The balance of C Shares to be made available under the Issue, being 64,151,000 C Shares, plus any C Shares not taken up pursuant to the Open Offer, will be made available for subscription under the Excess Application Facility, the Offer for Subscription and the Placing.

 

Valid applications under the Open Offer will be satisfied in full up to applicants' Open Offer Entitlements. Qualifying Shareholders are also being offered the opportunity to subscribe for C Shares in excess of their Open Offer Entitlements under the Excess Application Facility, as described below.

 

Qualifying Shareholders should be aware that the Open Offer is not a "rights issue". Qualifying Non-CREST Shareholders should also note that their Open Offer Application Forms are not negotiable documents and cannot be traded. Qualifying CREST Shareholders should note that, although the Open Offer Entitlements and Excess CREST Open Offer Entitlements will be credited to CREST and be enabled for settlement, applications in respect of Open Offer Entitlements and Excess CREST Open Offer Entitlements may only be made by the Qualifying Shareholder originally entitled or by a person entitled by virtue of a bona fide market claim raised by Euroclear's Claims Processing Unit. Open Offer Shares not applied for under the Open Offer will not be sold in the market for the benefit of those who do not apply to take up their Open Entitlements, but may be allotted to Qualifying Shareholders to meet any valid applications under the Excess Application Facility or will be placed under the Placing or allotted under the Offer for Subscription and the net proceeds will be retained for the benefit of the Company. Qualifying Shareholders who do not apply to take up Open Offer Shares will have no rights under the Open Offer.

 

 

(b) Excess Application Facility

 

Subject to availability, the Excess Application Facility enables Qualifying Shareholders to apply for any whole number of C Shares in excess of their Open Offer Entitlements.

 

To the extent that valid applications are not received in respect of any of the Open Offer Shares under the Open Offer, unallocated Open Offer Shares may be allotted to Qualifying Shareholders to meet any valid applications under the Excess Application Facility. Thereafter, to the extent that there remain any unallocated Open Offer Shares, they will be made available under the Offer for Subscription and thereafter under the Placing.

 

C Shares to be issued under the Excess Application Facility may be allocated in such manner as the Directors determine, in their absolute discretion, and no assurance can be given that applications by Qualifying Shareholders under the Excess Application Facility will be met in full or in part or at all. In the event of oversubscription under the Excess Application Facility the Directors have the discretion (but are not obliged) to limit applications by Qualifying Shareholders pro rata to their aggregate holdings of Existing Ordinary Shares and Existing Subscription Shares (ranking equally for such purpose). However, the Directors also have the discretion (but are not obliged) to scale back the Placing in favour of the Excess Application Facility by reallocating C Shares that would otherwise be available under the Placing to Qualifying Shareholders through the Excess Application Facility.

 

 

(c) Offer for Subscription

 

Up to 10,000,000 C Shares are available under the Offer for Subscription. The Directors have the discretion (but are not obliged) to reallocate any C Shares not taken up pursuant to the Offer for Subscription in favour of Qualifying Shareholders who apply under the Excess Application Facility and placees under the Placing.

 

In the event that the Offer for Subscription is oversubscribed, the Directors have the discretion (but are not obliged) to scale back the Placing in favour of the Offer for Subscription by reallocating C Shares that would otherwise be available under the Placing to applicants under the Offer for Subscription.

 

(d) Placing

 

Pursuant to the Placing Agreement Collins Stewart will use its reasonable endeavours to procure subscribers and placees for up to 200,000,000 C Shares at the Issue Price, less the number of C Shares required to satisfy valid applications under the Open Offer, the Excess Application Facility and Offer for Subscription, to the extent accepted by the Company, as described above.

 

(e) Scaling Back

 

The Directors have reserved the right, in consultation with Collins Stewart, to increase the size of the Issue up to 250 million C Shares if overall demand exceeds 200 million C Shares. Accordingly, notwithstanding the target size for the Issue of 200 million C Shares, the Prospectus issued by the Company in connection therewith relates to the issue by the Company of up to 250 million C Shares. In the event that commitments under the Placing and valid applications under the Open Offer and Offer for Subscription exceed the maximum number of Ordinary Shares available, applications under the Placing and Offer for Subscription will be scaled back at the Directors' discretion (in consultation with Collins Stewart and the Manager) and thereafter no further commitments or applications will be accepted and the Placing and the Offer for Subscription will be closed.

 

(f) C Shares

 

The Issue will be of a new class of shares, C Shares, which will be issued at the Issue Price of 100 pence per share. An issue of C Shares is designed to overcome the potential disadvantages for existing Shareholders which could arise out of a conventional fixed price issue of further Ordinary Shares for cash. In particular:

 

-     the assets representing the Net Proceeds from the issue of the C Shares will be accounted for and managed as a distinct pool of assets until the Conversion Date. By accounting for the Net Proceeds separately, holders of Existing Ordinary Shares will not be exposed to a portfolio containing a substantial amount of uninvested cash before the Calculation Date;

 

-     the Net Asset Value of the Existing Ordinary Shares will not be diluted by the expenses associated with the Proposals, which will be borne by the subscribers for C Shares; and

 

-     the basis upon which the C Shares will convert into Ordinary Shares is such that the number of Ordinary Shares to which holders of C Shares will become entitled will reflect the relative investment performance and value of the pool of new capital attributable to the C Shares raised pursuant to the Issue up to the Calculation Date as compared to the assets attributable to the Ordinary Shares in issue at that time. As a result, the Net Asset Value attributable to the Ordinary

Shares then in issue will not be adversely affected by Conversion.

 

 

(g) Conversion and mechanics of the C Shares

 

The Net Proceeds and the investments made with the Net Proceeds will be accounted for and managed as a separate pool of assets until the date on which at least 80 per cent. of the Net Proceeds have been invested or committed to be invested or, if earlier, 28 February 2011. The Conversion Ratio will then be calculated and the C Shares in issue will convert into a number of Ordinary Shares calculated by reference to the net assets then attributable to C Shares compared to the net assets at the same time attributable to Ordinary Shares then in issue. For the purposes of this calculation, the net asset value attributable to the Ordinary Shares will not take account of the potential dilutive effect of any unexercised Subscription Share Rights and will therefore be calculated on an undiluted basis. This reflects the fact that Subscribers will receive a Bonus Issue of Subscription Shares at the then prevailing Subscription Share Ratio (as to which see further below), so the diluted net asset value per Ordinary Share remains unchanged. Entitlements to Ordinary Shares will be rounded down to the nearest whole number.

 

The C Shares will not carry any rights to dividends, nor will they carry voting rights at meetings of Ordinary Shareholders, but the consent of C Shareholders as a class will be required in connection with certain specified matters. C Shareholders will be entitled to participate in a winding-up of the Company or in a return of capital to the extent that the relevant assets of the Company are attributable to them.

 

The New Ordinary Shares arising on Conversion of the C Shares will rank pari passu with the Ordinary Shares then in issue and will have the rights set out in the Company's new Articles.

 

 

(h) Bonus Issue of Subscription Shares in respect of New Ordinary Shares

 

Upon Conversion of the C Shares into New Ordinary Shares, holders of New Ordinary Shares will receive a Bonus Issue of fully paid up Subscription Shares on the basis of the then prevailing Subscription Share Ratio, being the ratio that the number of Ordinary Shares in issue immediately prior to Conversion bears to the number of Subscription Shares in issue immediately prior to Conversion (rounded up to one decimal place). As at the date of this announcement, the Subscription Share Ratio is 1:5.5 and it is unlikely that this will change prior to Conversion.

 

The Subscription Shares will not carry any rights to a dividend, nor will they carry any voting rights at meetings of Ordinary Shares, but the consent of Subscription Shareholders as a class will be required in connection with the variation of any rights connected with the Subscription Shares. The Subscription Shares, when issued, will carry the same rights and rank pari passu in all respects with the Existing Subscription Shares. In particular, Subscription Shareholders have the right, on any Business Day up to and including 31 October 2014, to subscribe for all or any of the Ordinary Shares to which their Subscription Shares relate at a price of 100 pence per Ordinary Share.

 

 

(i)           Application of Net Proceeds

 

The Directors intend to apply the Net Proceeds in making investments in accordance with the Company's investment objective and subject to the investment restrictions which apply to the Company. Pending investment, the Net Proceeds will be invested in short-term money market instruments (including gilts and treasury bills) and cash with institutions (or wholly-owned subsidiaries of institutions) which are rated A1 (or above) by Standard & Poor's or an equivalent rating agency.

 

 

Investment Outlook

The Directors believe, based on advice from the Manager, that the key drivers of Asia Pacific Environmental Markets, namely tightening environmental policy, significant infrastructure expansion and rapid economic growth, are continuing to develop well.

 

The Manager remains very positive on key investment themes including the expansion of domestic Asian water, waste and alternative energy infrastructure projects, Asian strength in low-cost manufacturing of environmental products and the transition of companies from traditional industries, on lower valuations, into environmental sectors. In addition, the Directors believe that the current valuation and forward EPS growth rate of the existing portfolio remain attractive.

 

 

General Meeting

A General Meeting of the Company has been convened for 10.30 a.m on 26 October 2010 in order to obtain Shareholders' approval for implementation of the Proposals. Notice of that meeting is set out in the Prospectus which is being sent to Shareholders today.

 

 

Admission and Dealings

Applications have been made to the UK Listing Authority for up to 200 million C Shares to be admitted to the Official List and to the London Stock Exchange for the same number of C Shares to be admitted to trading on the London Stock Exchange's Main Market for listed securities. It is expected that Admission will become effective, and that dealings in the C Shares will commence, at 8.00 a.m. on 27 October 2010.

 

Application will be made to the UK Listing Authority for the Ordinary Shares arising on Conversion to be admitted to the Official List, and to the London Stock Exchange for the Ordinary Shares to be admitted to trading on the London Stock Exchange's Main Market for listed securities.

 

Applications will be made to the UK Listing Authority for the Subscription Shares, which are to be issued immediately following Conversion, to be admitted to the Official List, and to the London Stock Exchange for those Subscription Shares to be admitted to trading on the London Stock Exchange's Main Market for listed securities.

 

Admission of the New Ordinary Shares arising on Conversion and New Subscription Shares to be issued immediately following Conversion will become effective and dealings in them will commence on the London Stock Exchange's Main Market for listed securities by no later than 28 February 2011.

 

 

Overseas Shareholders

Not all Ordinary Shareholders and Subscription Shareholders will be Qualifying Shareholders for the purposes of the Open Offer. Ordinary Shareholders who are located or resident in, or who are citizens of, or who have a registered address in, the United States, Australia, Canada, Japan or the Republic of South Africa will not qualify to participate in the Open Offer.

 

 

Costs and Expenses

The costs of the Issue will be borne out of the proceeds of the Issue and, accordingly, will effectively be borne by those subscribing for C Shares. The total costs of the Issue (including any commissions) will be 2 per cent. of the gross proceeds of the Issue.

 

 

Expected Timetable

 

Record Date for entitlement under the Open Offer

close of business on

29 September 2010

 

Prospectus, White Form of Proxy and Application Forms posted

 

1 October 2010

Offer for Subscription opens

1 October 2010

 

Ex-entitlement date for the Open Offer

8.00 a.m. on 4 October 2010

 

Open Offer Entitlements and Excess CREST Open Offer Entitlements credited to CREST accounts of Qualifying

CREST Shareholders

 

4 October 2010

Recommended latest time and date for requesting withdrawal of Open Offer Entitlements and Excess CREST Open Offer

Entitlements from CREST

 

4.30 p.m. 13 October 2010

 

Latest time for depositing Open Offer Entitlements and Excess CREST Open Offer Entitlements into CREST

 

3.00 p.m. 14 October 2010

Latest time and date for receipt of completed Offer for Subscription Application Forms and payment in

full under the Offer for Subscription

 

1.00 p.m. on 15 October 2010

 

Latest time and date for splitting of Open Offer Application Forms (to satisfy bona fide market claims only)

 

3.00 p.m. on 15 October 2010

 

Latest time and date for receipt of completed Open Offer Application Forms and payment in full under the Open

Offer and Excess Application Facility or settlement of relevant CREST instruction (as appropriate)

 

11.00 a.m. on 19 October 2010

 

Placing closes

 

21 October 2010

Commitments undertaken by investors pursuant to the Placing on a T+3 basis

 

22 October 2010

 

Latest time and date for receipt of Forms of Proxy

10.30 a.m. on 24 October 2010

 

General Meeting

10.30 a.m. on 26 October 2010

 

Admission and commencement of dealings in C Shares

by 8.00 a.m. on 27 October 2010

 

Expected date for crediting of C Shares to CREST accounts in uncertificated form

 

27 October 2010

 

Expected date of despatch of definitive share certificates for C Shares in certificated form

the week commencing 1 November 2010

 

 

 

 

 

Document viewing

A copy of the Prospectus has been submitted to the National Storage Mechanism and will shortly be available for inspection at www.Hemscott.com/nsm.do. The Prospectus will also shortly be available for viewing on the Manager's website, www.impax.co.uk/impax/funds/listed_funds/environ_market/.

 

 

Defined terms used in this announcement shall have the same meaning as ascribed to them in the Company's Prospectus dated 1 October 2010.

 

For further information please contact:

 

Collins Stewart

Sales:

 

 

Dominic Waters

020 7523 8473

dwaters@collinsstewart.com

Neil Brierley

020 7523 8478

nbrierley@collinsstewart.com

Will Barnett

020 7523 8094

wbarnett@collinstsewart.com

Robbie Robertson

 

020 7523 8474

rrobertson@collinsstewart.com

Corporate :


 

David Yovichic

020 7523 8361

dyovichic@collinsstewart.com

Lucy Lewis

020 7523 8360

llewis@collinsstewart.com

 

 

Impax Asset Management

Bruce Jenkyn Jones

020 7432 2618

b.jenkyn-jones@impax.co.uk

Ian Simm

020 7432 2619

i.simm@impax.co.uk

 

 

 

 

Important Information

 

This announcement is an advertisement and is not a prospectus.  Accordingly, investors should not subscribe for securities except on the basis of information in the Prospectus itself.

 

Neither this document nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. Any offer to acquire securities pursuant to the Issue will be made, and any investor should make his investment, solely on the basis of information that is contained in the Prospectus.

 

This announcement and the information contained herein is not for publication, release or distribution, directly or indirectly, in or into the United States, Australia, Canada or Japan or any jurisdiction in which the same would be unlawful.  This announcement does not constitute an offer to sell or issue or the solicitation of an offer to buy or acquire shares in the capital of the Company in the United States, Australia, Canada or Japan or any jurisdiction in which such an offer or solicitation is unlawful.

 

Any offering will only be made in any jurisdiction in compliance with local laws.

 

The Shares have not been and will not be registered under the US Securities Act or with any securities regulatory authority of any state or other jurisdiction of the United States.  The Shares are being offered and sold only outside the United States to investors that are not US Persons in "offshore transactions" in accordance with and in reliance on the exemption from registration provided by Regulation S.  The Shares may not be offered or sold within the United States or to, or for the account or benefit of, US Persons.  The Company will not be registered under the US Investment Company Act and investors will not be entitled to the benefits of such Act.  The Shares have not been approved or disapproved by the US Securities and Exchange Commission, any state securities commission in the United States or any other regulatory authority, nor have or will any of the foregoing authorities passed upon or endorsed the merits of the offering of Shares or the accuracy or adequacy of the Prospectus.  Any representation to the contrary is a criminal offence in the United States.

 

Collins Stewart Europe Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting as sponsor to Impax Asian Environmental Markets plc and is acting for no-one else in connection with the Issue and the contents of this announcement, and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Collins Stewart Europe Limited nor for providing advice in connection with the Issue and the contents of this announcement or any other matter referred to herein. Collins Stewart Europe Limited is not responsible for the contents of this announcement. This does not exclude or limit any responsibilities which Collins Stewart Europe Limited may have under the Financial Services and Markets Act 2000 or the regulatory regime established thereunder.

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
IOEZFLFBBBFEFBK