Result of Placing
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR ANY JURISDICTION WHERE IT WOULD BE UNLAWFUL TO FORWARD, TRANSMIT OR DISTRIBUTE THIS ANNOUNCEMENT. PLEASE READ THE IMPORTANT NOTICES AT THE END OF THE PRESS RELEASE.
THIS IS NOT AN OFFER OF SECURITIES FOR SALE INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA
MITIE Group plc - Acquisition of Dalkia Technical Facilities Management and Placing of approximately 6% of issued share capital
Result of share placing
Further to the announcement ('Announcement') made earlier today regarding the fully underwritten placing of 19 million new ordinary shares (the 'Placing Shares') representing approximately 6 per cent of MITIE's issued ordinary share capital (the 'Placing'), MITIE is pleased to announce that 19 million new ordinary shares of 2.5 pence each have been successfully placed to certain institutional and other qualified investors by UBS Limited ('UBS' or 'UBS Investment Bank') and Investec Bank plc ('Investec') acting as joint bookrunners and joint brokers.
Following the accelerated bookbuilding process, the placing price has been set at 225 pence per Placing Share, raising gross proceeds of approximately £43 million. The Placing Shares being issued represent approximately 6 per cent of MITIE's issued ordinary share capital prior to the Placing. The proceeds of the Placing will be used to partly refinance the debt drawn down to satisfy the consideration paid in relation to the acquisition of Dalkia Technical Facilities Management.
Application will be made for admission of the Placing Shares to listing on the Official List maintained by the UK Listing Authority and to trading on the London Stock Exchange's main market for listed securities (together, 'Admission'). It is expected that Admission will become effective and dealings in the Placing Shares will commence no later than 8.00 a.m. on 17 August 2009.
The Placing Shares will, when issued, be credited as fully paid and will rank pari passu in all respects with MITIE's existing ordinary shares, including the right to receive all future dividends and other distributions.
For further information please contact:
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MITIE
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John Telling,
Group Corporate Affairs Director
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+44 207 022 8479, 07979701006
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UBS
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Richard Gostling
Craig Calvert |
+44 207 567 8000
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Investec Bank plc
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Erik Anderson,
Michael Lacey-Solymar
Rowena Murray
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+44 207 597 4000
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UBS Limited is acting exclusively for the Company and for no one else in relation to the Placing and will not regard any other person as a client in relation to the Placing and will not be responsible to any other person for providing the protections afforded to its clients nor for providing advice in connection with the Placing, or any other matters referred to in this announcement.
Investec Bank plc is acting exclusively for the Company and for no one else in relation to the proposed Placing and will not regard any other person as a client in relation to the Placing and will not be responsible to any other person for providing the protections afforded to its clients nor for providing advice in connection with the Placing, or any other matters referred to in this announcement.
The announcement does not constitute an offer of securities for sale in the United States of America, nor may the Placing Shares be offered or sold in the United States of America absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended in the rules and regulations thereunder. There is no intention to register any portion of the Placing Shares in the United States of America or to conduct a public offering of securities in the United States of America.
This announcement does not constitute or form part of, and should not be construed as, any offer or invitation to purchase, otherwise acquire, subscribe for, sell, otherwise dispose of or issue, or any solicitation of any offer to sell, otherwise dispose of, issue, purchase, otherwise acquire or subscribe for, any security in the capital of MITIE Group plc (the 'Company') in any jurisdiction.
This announcement and the information contained herein is not an offer of securities for sale or solicitation to buy any securities in the United States. This announcement and the information contained herein is not for distribution in or into the United States. The securities of the Company (the 'Securities') have not been and will not be registered under the US Securities Act of 1933, as amended (the 'Securities Act') or with any securities regulatory authority of any state or other jurisdiction of the United States. The Securities may not be offered, sold, or otherwise transferred or delivered within the United States absent registration or in transactions exempt from, or not subject to, the registration requirements of the Securities Act. There will be no public offer of the Securities in the United States. No money, securities or other consideration is being solicited from the United States and, if sent in response to the information contained herein, will not be accepted.
This distribution of this announcement, any related documents, and the offer, sale and/or issue of the Placing Shares in certain jurisdictions may be restricted by law. No action has been taken to permit a public offer of the Placing Shares or possession or distribution of this announcement. Persons into whose possession this announcement (or any other offer or publicly material or application form relating to the Placing Shares) comes are required to inform themselves about and to observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdiction. This announcement does not constitute or form part of an offer to sell, or the solicitation of an offer to buy or subscribe for, Placing Shares to any person in any jurisdiction to whom or in which such offer or solicitation is unlawful and, in particular, is not for release, publication or distribution in or into the United States, Australia, Canada, Japan or the Republic of South Africa and their respective territories and possessions. The issue of the Placing Shares has not been and will not be registered under the applicable securities laws of the United States of America, Canada, Australia, the Republic of South Africa or Japan.
The contents of this announcement are the sole responsibility of the Company. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by UBS, Investec or by any of their respective affiliates or agents as to or in relation to, the accuracy or completeness of this announcement, or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefore is hereby expressly disclaimed.
Forward Looking Statements
This announcement contains 'forward-looking statements', including statements about current beliefs and expectations of the Directors of the Company (the 'Directors'). In particular the words 'expect', 'anticipate', 'estimate', 'may', 'should', 'plans', 'intends', 'will', 'believe', and similar expressions (or in each case their negative and other variations or comparable terminology) can be used to identify forward-looking statements. These statements are based on the Directors' expectations of external conditions and events, current business strategy, plans and other objectives of management for future operations, and estimates and projections of the Company's financial performance. Though the Directors believe these expectations to be reasonable at the date of this announcement they may prove to be erroneous. Forward-looking statements involve known and unknown risks and uncertainties and speak only as of the date they are made. Investors are hereby cautioned that certain important factors could cause actual results, outcomes, performance or achievements of the Company or industry results to differ materially from those expressed or implied in forward-looking statements.
This announcement does not constitute a recommendation concerning the Placing. The value of shares can go down as well as up. Past performance is not a guide to future performance. Potential investors should consult a professional advisor as to the suitability of the Placing for the individual concerned.
This information is provided by RNS
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