Ocean Wilsons Holdings Ld
27 April 2007
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN, OR INTO, THE UNITED STATES,
CANADA, AUSTRALIA OR JAPAN
FOR IMMEDIATE RELEASE
27 April 2007
OCEAN WILSONS HOLDINGS LIMITED
Decision on and Pricing of Wilson Sons Limited Flotation
On 2 April 2007, Ocean Wilsons Holdings Limited ('OWHL') announced plans for
the flotation of Wilson Sons Limited ('Wilson Sons'), the holding company of its
Brazilian Business, on the Sao Paulo Stock Exchange and the Luxembourg Stock
Exchange (the 'Flotation') and a circular was posted to shareholders of OWHL
describing the Flotation containing a notice convening a special general meeting
of OWHL (the 'SGM') at which a resolution was to be proposed to approve the
Flotation. The decision whether or not to proceed with the Flotation, the
number of shares to be offered or sold, and the final offer price was to be made
by the Board following a book-building exercise. On 19 April 2007, the
resolution to approve the Flotation was passed at the SGM.
OWHL now announces that the Board of OWHL and the Board of Wilson Sons have
decided to proceed with the Flotation.
The Flotation will involve the sale of 15.4 million shares by OWHL, resulting in
gross proceeds to OWHL of approximately US$ 180.8 million, and the issue of 11
million new shares by Wilson Sons, raising approximately US$129.1 million for
Wilson Sons. There is also an over-allotment option under which up to a further
3.3 million shares may be sold by OWHL as a result of stabilisation transactions
in the 30 days following the listing.
The offer price will be US$ 11.74 per Wilson Sons share. This implies a Wilson
Sons market capitalisation (including issue proceeds to be retained by Wilson
Sons) of approximately US$ 835.2 million. Following the flotation, OWHL will
retain a 62.9% holding in Wilson Sons (before any exercise of the over-allotment
option).
Trading of Wilson Sons shares is expected to commence on 30 April 2007 and the
proceeds from the sale of Shares are expected to be received by OWHL on or about
4 May, 2007 with proceeds from any sale pursuant to the over allotment option
expected to be received up to 30 days later. An announcement confirming the
commencement of trading in Wilson Sons shares and any exercise of the over-
allotment option will be made in due course.
This announcement and the information contained herein are not for publication,
distribution or release in, or into, the United States, Canada, Australia or
Japan. No prospectus will be prepared with any regulations made in
implementation of the Prospectus Directive (2003/71/EC) and the Wilson Sons
shares and Brazilian Depository Receipts ('BDRs') may not be offered to the
public in the EEA, absent an exemption from the requirement to prepare a
prospectus. The Wilson Sons shares and BDRs have not been and will not be
registered under the US Securities Act 1933 (as amended) ('Securities Act') and
may not be offered or sold (a) in the United States absent registration or an
applicable exemption from registration requirements under the Securities Act, or
(b) in any other jurisdiction in which such offer or sale is prohibited. This
announcement shall not constitute an offer to sell nor the solicitation of an
offer to buy the Wilson Sons shares or BDRs.
This information is provided by RNS
The company news service from the London Stock Exchange
*A Private Investor is a recipient of the information who meets all of the conditions set out below, the recipient:
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Does not distribute, republish or otherwise provide any information or derived works to any third party in any manner or use or process information or derived works for any commercial purposes.
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