Galliford Try PLC
28 March 2006
Galliford Try plc
Proposed Acquisition of the Morrison
Construction Division and Related Placing and Open Offer
of 46,834,753 New Ordinary Shares at 107 pence per share
Results of Placing and Open Offer
On 2 March 2006 the Company announced a Placing and Open Offer of 46,834,753
New Ordinary Shares at an issue price of 107 pence per share to raise £50.1
million (before expenses of £2.8 million) in order, inter alia, to finance the
proposed acquisition of the Morrison Construction Division. The Placing and
Open Offer has been fully underwritten by KBC Peel Hunt.
Under the terms of the placing agreement, KBC Peel Hunt conditionally placed
firm with institutional investors 37,383,177 of the New Ordinary Shares and
conditionally placed 9,451,576 of the New Ordinary Shares, subject to clawback,
to satisfy valid applications from Qualifying Shareholders under the Open Offer,
at the Offer Price. Qualifying Shareholders were invited to apply for Open Offer
Shares on the basis of 1 Open Offer Share for every 24 existing Ordinary Shares
held.
As a result of the Open Offer which closed at 11.00 a.m. on 28 March 2006,
valid applications have been received in respect of 9,040,179 of the 9,451,576
Open Offer Shares (representing approximately 96 per cent. of the Open Offer
Shares available under the Open Offer). This amount includes applications from
certain existing shareholders for 2,190,946 Open Offer Shares in excess of their
pro rata entitlement. All such applications will be settled in full.
The remaining 411,397 Open Offer Shares not subscribed under the Open Offer
will be subscribed, together with the Placing Shares, by institutional investors
pursuant to the Placing Agreement.
In accordance with the Directors' intentions stated in the Prospectus published
by the Company dated 7 March 2006, Greg Fitzgerald subscribed for his full
entitlement to 74,680 New Ordinary Shares pursuant to the Open Offer,
increasing his holding of Ordinary Shares from 1,900,485 to 1,975,165 Ordinary
Shares immediately following Admission of the New Ordinary Shares, representing
0.72 per cent. of the issued share capital following Admission.
The Placing and Open Offer remains conditional, inter alia, upon the Resolutions
to be proposed at the Company's Extraordinary General Meeting to be held at
10.00 a.m on 30 March 2006 being duly passed and admission of the New Ordinary
Shares to trading on the London Stock Exchange and listing on the Official List
of the UK Listing Authority becoming effective.
The New Ordinary Shares, when issued and fully paid, will rank pari passu in all
respects with the existing Ordinary Shares. Subject to the passing of the
Resolutions at the Extraordinary General Meeting, admission of the New Ordinary
Shares is expected to become effective on 31 March 2006. Completion of the
acquisition of the Morrison Construction Division is also expected to take
place on 31 March 2006.
The definitions used in this announcement shall have the same meaning given to
them in the Prospectus dated 7 March 2006.
Enquiries:
Galliford Try plc
Greg Fitzgerald, Chief Executive +44 (0) 18 9585 5220
Frank Nelson, Finance Director +44 (0) 18 9585 5221
PricewaterhouseCoopers LLP (Financial Adviser)
Simon Boadle +44 (0) 20 7583 5000
Gerry Young +44 (0) 20 7583 5000
Jonathan Raggett +44 (0) 20 7583 5000
KBC Peel Hunt (Broker and Underwriter)
Simon Hayes +44 (0) 20 7418 8900
Julian Blunt +44 (0) 20 7418 8900
Bell Pottinger Corporate & Financial (PR adviser)
David Rydell +44 (0) 20 7861 3232
Geoff Callow +44 (0) 20 7861 3232
This information is provided by RNS
The company news service from the London Stock Exchange
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