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Company Announcements

Placing of 89,826,897 new ordinary shares

By LSE RNS

RNS Number : 6476A
John Laing Infrastructure Fund
27 March 2017
 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR PUBLICATION, RELEASE, OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN, OR INTO, THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY JURISDICTION IN WHICH THE SAME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 SOUTH AFRICA OR IN ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL

 

27 March 2017

 

John Laing Infrastructure Fund Limited (the "Company" or "JLIF")

 

Placing of 89,826,897 new ordinary shares at a price of 133 pence per share

 

John Laing Infrastructure Fund Limited is pleased to announce the completion of the equity placing announced on 20 March 2017 (the "Placing").

 

A total of 89,826,897 new ordinary shares of 0.01 pence each (the "Placing Shares") were placed at a price of 133 pence per Placing Share, raising gross proceeds of approximately £119.5 million. The shares have been placed by J.P. Morgan Securities plc (which conducts its UK investment banking activities as J.P. Morgan Cazenove) ("JPMC"). The Placing Shares being issued represent approximately 10 per cent of JLIF's issued ordinary share capital prior to the Placing.  The issue was oversubscribed and the issue price represents a discount of approximately 0.02 per cent to JLIF's share price (adjusted for the 3.48p dividend declared on 20 March 2017 which went "ex-div" on 23 March 2017) immediately prior to the announcement of the Placing.  

 

Commenting on the Placing, Paul Lester, Chairman of JLIF, said:

"We're pleased that today's placing shows the continued strong demand for both our business model and infrastructure as an asset class. Since our launch in 2010 we have raised over £1bn and have been able to deliver a strong shareholder return.

In line with our stated strategy, the placing helps repay the majority of outstanding sterling debt on our credit facility, giving us flexibility to fund the acquisition of high quality assets going forward."

 

As part of the issue, Newton Investment Management Limited ("Newton") purchased, on behalf of its clients, 7,528,862 shares for a total consideration of £10,013,386.  Additionally, Schroders plc ("Schroders") purchased, on behalf of its clients, 29,600,000 shares for a total consideration of £39,368,000. The issue of shares to Newton and Schroders, which are substantial shareholders of the Company under Chapter 11 of the Listing Rules, amount to smaller related party transactions as defined in Listing Rule 11.1.10.

 

The Placing Shares will, when issued, be credited as fully paid and rank pari passu with the existing ordinary shares of 0.01 pence each in the capital of the Company including the right to receive all dividends and distributions declared, made or paid, except that they will not be entitled to the dividend declared on 20 March 2017.

 

Application will be made to the Financial Conduct Authority for admission of the 89,826,897 Placing Shares to the premium listing segment of the Official List maintained by the UK Listing Authority and to the London Stock Exchange plc (the "LSE") for admission to trading of the Placing Shares on the LSE's Main Market for listed securities (together, "Admission"). It is expected that Admission will take place on 29 March 2017 and that dealings in the Placing Shares on the LSE's Main Market for listed securities will commence at the same time.

 

The Placing is conditional, among other things, on Admission being effective and the Placing Agreement between JPMC and the Company not being terminated.

 

JPMC acted as sole bookrunner in respect of the Placing.

 

For further information, please contact:

 

John Laing Infrastructure Fund                    020 7901 3326

Andrew Charlesworth

 

J.P. Morgan Cazenove                                  020 7742 4000

Edward Gibson-Watt

Oliver Kenyon

Shameer Patel

 

Finsbury                                                         020 7251 3801

Faeth Birch

Philip Walters

This Announcement contains Inside Information as defined under the Market Abuse Regulation (EU) No. 596/2014. 

The information contained in this Announcement is restricted and not for release, publication or distribution, directly or indirectly, in whole or in part, in, into or from the United States, Australia, Canada, Japan or South Africa or any jurisdiction in which the same would be unlawful. This Announcement is for information purposes only and 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, Japan or South Africa or any other jurisdiction. Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdictions. The Placing Shares have not been and will not be registered under the United States Securities Act of 1933, as amended ("Securities Act"), or with any securities regulatory authority of any state or jurisdiction of the United States, and may not be offered, sold or transferred, directly or indirectly, in the United States absent registration under the Securities Act or an available exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and the securities laws of any state or other jurisdiction of the United States. The Placing Shares are being offered and sold (i) outside the United States only to non-US persons (within the meaning of the Securities Act) in accordance with Regulation S under the Securities Act and (ii) within the United States only to a limited number of eligible investors pursuant to an exemption from the registration requirements of the Securities Act. No public offering of the shares referred to in this announcement is being made in the United States, United Kingdom or elsewhere.

 

This Announcement has been issued by, and is 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 JPMC or by any of its 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 therefor is expressly disclaimed.

 

JPMC, which is authorised and regulated by the Financial Conduct Authority, is acting exclusively for the Company in connection with the Placing and no-one else and will not be responsible to anyone other than the Company for providing the protections afforded to clients of JPMC nor for providing advice in relation to the Placing or any other matter referred to in this Announcement.

 

The distribution of this Announcement and the offering of the Placing Shares in certain jurisdictions may be restricted by law. No action has been taken by the Company or JPMC that would permit an offering of such shares or possession or distribution of this Announcement or any other offering or publicity material relating to such shares in any jurisdiction where action for that purpose is required. Persons into whose possession this Announcement comes are required by the Company and JPMC to inform themselves about, and to observe, such restrictions.

 

The information in this Announcement may not be forwarded or distributed to any other person and may not be reproduced in any manner whatsoever. Any forwarding, distribution, reproduction, or disclosure of this information in whole or in part is unauthorised. Failure to comply with this directive may result in a violation of the Securities Act or the applicable laws of other jurisdictions.

 

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. These statements, which sometimes use words such as "anticipate", "believe", "intend", "estimate", "expect" and words of similar meaning, reflect the directors' beliefs and expectations and involve a number of risks, uncertainties and assumptions 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. Statements contained in this Announcement regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. The information contained in this Announcement is subject to change without notice and, except as required by applicable law, the Company does not assume any responsibility or obligation to update publicly or review any of forward-looking statements contained herein. You should not place undue reliance on forward-looking statements, which speak only as of the date of this Announcement. No statement in this Announcement is or is intended to be a profit forecast or to imply that the earnings of the Company for the current or future financial years will necessarily match or exceed the historical or published earnings of the Company. The price of shares and the income from them may go down as well as up and investors may not get back the full amount invested on disposal of the shares.

 

The Placing Shares to be issued pursuant to the Placing will not be admitted to trading on any stock exchange other than the LSE.

 

Neither the content of the Company's website nor any website accessible by hyperlinks on the Company's website is incorporated in, or forms part of, this Announcement.

 


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