Placing an open offer of 108,132,277 new shares at 106 pence per new share
Placing an open offer of 108,132,277 new shares at 106 pence per new share
- £114.6m equity raising to fund further investment in infrastructure assets globally. The prospects for the infrastructure asset class remain attractive and the Investment Adviser continues to identify high quality investment opportunities which can deliver returns in line with the Company''s stated investment objective.
- Placing and Open Offer of 108,132,277 New Ordinary Shares on the basis of 2 New Ordinary Shares for every 13 existing Ordinary Shares at 106p per New Ordinary Share.
- 3i Group has irrevocably undertaken to subscribe for 23,584,905 New Ordinary Shares under the Open Offer, at a subscription price of approximately £25 million.
- Of the remaining Open Offer Shares, 26,352,030 New Ordinary Shares, which 3i Group has undertaken not to take up, are being placed firm with investors and the remaining 58,195,342 New Ordinary Shares are being placed with investors subject to clawback from existing Shareholders. They are also fully underwritten by Citi and Barcap.
- If there is further demand for New Ordinary Shares from Shareholders and other investors, the Company may issue up to an additional 35,142,990 New Ordinary Shares at the Offer Price in a separate Additional Placing.
- Citi is acting as sole sponsor, sole bookrunner and sole broker to 3i Infrastructure.
Peter Sedgwick, Chairman of 3i Infrastructure, said:
"We are delighted with the support we have received from existing and new investors for the capital raising announced today. This positions us well to take advantage of further attractive investment opportunities in infrastructure being identified by the Investment Adviser."
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For further information please contact:
Peter Sedgwick, Chairman, 3i Infrastructure
Tel: 01534 711 444
Michael Queen, Managing Partner, Infrastructure, 3i Investments plc
Tel: 020 7975 3572
Stephen Halliwell, CFO, Infrastructure, 3i Investments plc
Tel: 020 7975 3263
Silvia Santoro, investor enquiries
Tel: 020 7975 3258
Alex Carter, Citi
Tel: 020 7986 4000
Jennifer Letki, press enquiries
Tel: 020 7975 3190
LydiaPretzlik, The Maitland Consultancy
Tel: 020 7379 5151
This summary should be read in conjunction with the full text of the following announcement.
- Appendix 1 sets out the expected timetable of principal events.
- Appendix 2 sets out the definitions.
This announcement has been issued by and is the sole responsibility of the Company.
This announcement is not a prospectus but an advertisement and investors should not subscribe for New Ordinary Shares in the Company except on the basis of information which is proposed to be published by the Company in the Prospectus.
Citigroup Global Markets Limited, which is regulated in the United Kingdom by the FSA, is acting as sole sponsor, sole bookrunner, sole broker and joint underwriter to the Company and no-one else in connection with the Placing and Open Offer and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Citigroup Global Markets Limited, or for providing advice in relation to the contents of this announcement or any matters referred to herein.
Barclays Capital, the investment banking division of Barclays Bank PLC, which is regulated in the United Kingdom by the FSA, is acting as joint underwriter to the Company and no-one else in connection with the Placing and Open Offer and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Barclays Capital, or for providing advice in relation to the contents of this announcement or any matters referred to herein.
The information contained in this announcement is not for release, publication or distribution to persons in the United States, Canada, Japan, the Republic of South Africa or Australia or in any jurisdiction where to do so would breach any applicable law.
The New Ordinary Shares have not been and will not be registered under the US Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws in the United States. The New Ordinary Shares may not be offered or sold within the United States or to any US person ("US Person") as defined in Regulation S under the Securities Act ("Regulation S") or US Resident (as defined below). Applicants for New Ordinary Shares will be required to certify that they are not US Persons and are not subscribing for New Ordinary Shares on behalf of US Persons. Pursuant to the Placing and Open Offer, the New Ordinary Shares may not be offered or sold in the United States, or to, or for the account or benefit of (or by), US Persons or US Residents (as defined below). The Company has not been and will not be registered under the Investment Company Act of 1940, as amended (the "Investment Company Act") and investors will not be entitled to the benefits of that Act. "US Residents" for these purposes means any US Person, as well as (i) any natural person who is only temporarily residing outside the United States, (ii) any account of a US Person over which a non-US fiduciary has investment discretion or any entity, which, in either case, is being used to circumvent the registration requirements of the Investment Company Act and (iii) any employee benefit or pension plan that does not have as its participants or beneficiaries persons substantially all of whom are not US Persons. In addition, for these purposes, if an entity either has been formed for or operated for the purpose of investing in the New Ordinary Shares or facilitates individual investment decisions, such as a self-directed employee benefit or pension plan, it will be treated as a US Resident to the extent one or more of the beneficiaries or other interest holders of such entity are US Residents.
The availability of the Placing and Open Offer to persons who are not resident in the United Kingdom may be affected by the laws of the relevant jurisdictions in which they are located. Persons who are not resident in the United Kingdom should inform themselves of, and observe, any applicable requirements.
Certain statements in this announcement are forward-looking statements. Such statements speak only as at the date of this announcement, are based on current expectations and beliefs and, by their nature, are subject to a number of known and unknown risks and uncertainties 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 is subject to change without notice and (except as required by the Listing Rules, the Disclosure Rules and Transparency Rules, the Prospectus Rules, the London Stock Exchange or otherwise by law) neither the Company nor Citigroup Global Markets Limited assume any responsibility or obligation to update publicly or review any of the forward-looking statements contained herein.
No statement in this announcement is intended to be a profit forecast or to imply that the earnings of the Company for the current year or future years will necessarily match or exceed the historical or published earnings of the Company.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR AUSTRALIA OR INTO ANY JURISDICTION WHERE TO DO SO WOULD BREACH ANY APPLICABLE LAW.