NEW DEBT FACILITIES AND PROPOSED ZDP ISSUE
28 December 2022
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO OR FROM THE UNITED STATES OR ANY JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF LOCAL APPLICABLE SECURITIES LAWS OR REGULATIONS.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT ITSELF CONSTITUTE AN OFFER FOR SALE OR SUBSCRIPTION OF ANY SECURITIES IN THE COMPANY IN ANY JURISDICTION.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU NO. 596/2014) AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("MAR"). UPON PUBLICATION OF THIS ANNOUNCEMENT, THE INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN FOR THE PURPOSES OF MAR. THE PERSON RESPONSIBLE FOR ARRANGING THE RELEASE OF THIS ANNOUNCEMENT ON BEHALF OF THE COMPANY IS DAVID BALDWIN.
THE CONYGAR INVESTMENT COMPANY PLC (THE "COMPANY")
NEW DEBT FACILITIES AND PROPOSED ZDP ISSUE
New Debt Facilities
The Board is pleased to announce that a wholly owned subsidiary of the Company has entered into a new facilities agreement with Barclays Bank PLC ("Barclays") comprising a development facility and an investment facility (together the "Facilities") up to £47.5 million in aggregate. The Facilities will enable the completion of the construction, targeted by the summer of 2024, and subsequent letting of the 693-bed student accommodation development at The Island Quarter site in Nottingham, and are secured solely against that development area.
The maximum term of the combined facilities is 3 years. This includes the development facility for up to 27 months, which, subject to the satisfaction of certain conditions prior to the expiry of the development facility, switches into the investment facility for the remainder of the 3-year term. Interest on the development facility is payable on a Sonia-linked floating rate basis for each interest period plus a margin of 3.25%, and interest is payable on the investment facility at the same Sonia rate plus a margin of 1.90%.
The Company has provided cost overrun and interest shortfall guarantees of up to £5 million in connection with the development facility. A capital guarantee is also in place which could increase the Company's guarantee by £2.5 million if certain covenants are not met in advance of drawing the investment facility or the development facility is not repaid when due.
Proposed ZDP Issue
The Company also announces that it proposes to raise a target of £30 million of additional capital through the issue of zero dividend preference shares ("ZDP Shares") by way of a placing in early 2023 (the "Issue"). The ZDP Shares are expected to have a gross redemption yield equivalent to 7.5 per cent. per annum on the placing price and a term of five years. The net proceeds from the Issue are expected to be utilised to further continue the development of The Island Quarter site in Nottingham and may also be used for further acquisitions of investment properties and in realising value from the group's other development projects.
Robert Ware, Chief Executive of the Company, commented:
"We are delighted to have secured the facilities with Barclays which now enables both the completion and also the subsequent letting of the student accommodation development at The Island Quarter and the further progression of the opening up of this exciting and substantial mixed-use development."
Enquiries:
The Conygar Investment Company PLC
Robert Ware/David Baldwin 020 7258 8670
Liberum Capital Limited (Nominated Adviser and Broker)
Richard Lindley/Jamie Richards 020 3100 2185
Temple Bar Advisory (Public Relations)
Alex Child-Villiers 07795 425580
IMPORTANT NOTICE
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 a possible offer 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.
The information contained in this announcement is for information purposes only and does not purport to be full or complete. The information contained in this announcement is given at the date of its publication (unless otherwise marked) and is subject to updating, revision and amendment from time to time. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy, fairness or completeness. In particular, any proposals referred to herein are subject to revision and amendment and the Company may decide not to go ahead with them and there is therefore no guarantee that they will take place.
Potential investors should not base their financial decision on this announcement. Acquiring investments to which this announcement relates may expose an investor to a significant risk of losing all of the amount invested. Persons considering making investments should consult an authorised person specialising in advising on such investments.
The information in this announcement may not be forwarded or distributed to any other person and may not be reproduced in any manner whatsoever. In particular, neither this announcement, nor any copy of it, may be taken or transmitted, published or distributed, directly or indirectly, in or into the United States or any other jurisdiction where to do so would constitute a violation of the relevant securities laws and regulations of such jurisdiction. Any failure to comply with these restrictions may constitute a violation of securities laws and regulations of such jurisdictions.
This announcement has been issued by, and is the sole responsibility of, the Company. No undertaking, representation, warranty or other assurance, express or implied, is made or given by or on behalf of the Company or any member of the Company's group, Liberum Capital Limited or any of their respective directors, officers, partners, employees, agents or advisers or any other person as to the accuracy or completeness of the information or opinions contained in this announcement and no responsibility or liability is accepted by any of them for any such information or opinions or for any errors, omissions or misstatements, negligence or otherwise in this announcement.
This announcement contains (or may contain) certain forward-looking statements with respect to certain of the Company's current expectations and projections about future events and the Company's future financial condition and performance. These statements, which sometimes use words such as "aim", "anticipate'', "believe", "may", "will", "should", "intend", "plan", "assume'', "estimate", "expect' (or the negative thereof) and words of similar meaning, reflect the current beliefs and expectations of the directors of the Company and involve known and unknown risks, uncertainties and assumptions, many of which are outside the Company's control and difficult to predict, that could cause actual results and performance to differ materially from any expected future results or performance expressed or implied by the forward-looking statement. The information contained in this announcement speaks only as of the date of this announcement and is subject to change without notice and the Company does not assume any responsibility or obligation to, and does not intend to, update or revise publicly or review any of the information contained to this announcement, whether as a result of new information, future events or otherwise, except to the extent required by the FCA, the London Stock Exchange or by applicable law.
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