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GROWTHPOINT PROPERTIES LIMITED - Successful completion of a R2,520 million equity raise for acquisition and development opportunities

Release Date: 22/05/2013 08:00
Code(s): GRT     PDF:  
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Successful completion of a R2,520 million equity raise for acquisition and development opportunities

Growthpoint Properties Limited
(Incorporated in the Republic of South Africa)
Registration number 1987/004988/06
ISIN: ZAE000037669
JSE Share code: GRT
("Growthpoint” or "the Company")


NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY,
IN OR INTO THE UNITED STATES, CANADA, JAPAN OR ANY JURISDICTION IN
WHICH IT WOULD BE UNLAWFUL TO DO SO


GROWTHPOINT ANNOUNCES SUCCESSFUL COMPLETION OF A R2,520 MILLION
EQUITY RAISE FOR ACQUISITION AND DEVELOPMENT OPPORTUNITIES

Today, Wednesday 22 May 2013, Growthpoint has successfully completed the equity capital
raising of R2,520 million announced on SENS on 21 May 2013 through the issue of 90
million new Growthpoint linked units at a final offer price of R28.00 per unit. The order book
was well subscribed due to strong demand from both domestic and international investors in
particular from the UK and the US.

Growthpoint is the largest listed property company in South Africa owning and managing a
portfolio valued at R54.8bn and has announced its intention to convert to a REIT at the
earliest opportunity post its financial year end on 30 June 2013.

The book build has been run by Deutsche Bank AG and Investec Bank Limited.

Growthpoint has agreed to a 90 days lock-up, excluding Distribution Reinvestment Plan
(“DRP”), option schemes and equity issued directly to vendors as part of the funding
consideration for acquisitions.

IMPORTANT NOTICES

This announcement contains (or may contain) certain forward-looking statements with
respect to certain of the Company’s plans and its current goals and expectations, financial
condition and performance and which involve a number of risks and uncertainties. The
Company cautions readers that no forward-looking statement is a guarantee of future
performance and that actual results could differ materially from those contained in the
forward-looking statements. These forward-looking statements can be identified by the fact
that they do not relate only to historical or current facts. Forward-looking statements
sometimes use words such as 'aim', 'anticipate', 'target', 'expect', 'estimate', 'intend', 'plan',
'goal', 'believe', or other words of similar meaning. By their nature, forward-looking
statements involve risk and uncertainty because they relate to future events and
circumstances, including, but not limited to, economic and business conditions, the effects of
continued volatility in credit markets, market-related risks such as changes in interest rates
and foreign exchange rates, the policies and actions of governmental and regulatory
authorities, changes in legislation, the further development of standards and interpretations
under International Financial Reporting Standards ('IFRS') applicable to past, current and
future periods, evolving practices with regard to the interpretation and application of
standards under IFRS, the outcome of pending and future litigation or regulatory
investigations, acquisitions and other strategic transactions and the impact of competition. A
number of these factors are beyond the Company’s control. As a result, the Company’s
actual future results may differ materially from the plans, goals, and expectations set forth in
the Company’s forward-looking statements. Any forward-looking statements made in this
announcement by or on behalf of the Company speak only as of the date they are made.
Except as required by the Johannesburg Stock Exchange or applicable law, the Company
expressly disclaims any obligation or undertaking to release publicly any updates or
revisions to any forward-looking statements contained in this announcement to reflect any
changes in the Company’s expectations with regard thereto or any changes in events,
conditions or circumstances on which any such statement is based.

This announcement is for information purposes only and shall not constitute an offer to buy,
sell, issue, or subscribe for, or the solicitation of an offer to buy, sell, issue, or subscribe for
any securities, nor shall there be any sale of securities in any jurisdiction in which such offer,
solicitation or sale is or may be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. 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 Deutsche Bank AG or Investec Bank
Limited (together the "Joint Bookrunners") or by any of their 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 responsibility or liability therefor is expressly disclaimed.

Deutsche Bank AG, which is authorised and regulated in the United Kingdom by the
Financial Conduct Authority (the “FCA”), and Investec Bank Limited are acting for the
Company and for no-one else in connection with the Placing, and will not be responsible to
anyone other than the Company for providing the protections afforded to customers of
Deutsche Bank AG or Investec Bank Limited or for providing advice to any other person in
relation to the Placing or any other matter referred to herein.

The distribution of this announcement and the offering of the Placing Units in certain
jurisdictions may be restricted by law and/or regulation. No action has been taken by the
Company or the Joint Bookrunners or any of their respective affiliates that would permit an
offering of such Units or possession or distribution of this announcement or any other
offering or publicity material relating to such Units in any jurisdiction where action for that
purpose is required. Persons into whose possession this announcement comes are required
by the Company and the Joint Bookrunners to inform themselves about and to observe such
restrictions.

The price of Units and the income from them (if any) may go down as well as up and
investors may not get back the full amount invested on disposal of the Units. No statement
in this announcement is intended to be a profit forecast or profit estimate.

Members of the public are not eligible to take part in the Placing.

This announcement is directed only at persons in member states in the European Economic
Area (the "EEA"), who are qualified investors ("Qualified Investors") within the meaning of
Article 2(1)(e) of Directive 2003/71/EC, as amended, including by Directive 2010/73/EU, to
the extent such amendments have been implemented in the relevant Member State and
including any relevant implementing measure in the relevant Member State (the "Prospectus
Directive"). In addition, in the United Kingdom, this announcement is directed only at,
Qualified Investors that also (i) have professional experience in matters relating to
investments falling within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005, as amended (the “Order”) or (ii) who fall within Article
49(2)(a) to (d) of the Order or (iii) to whom it may otherwise lawfully be communicated (all
such persons together being referred to as "relevant persons"). This announcement must not
be acted on or relied on (i) in the United Kingdom, by persons who are not relevant persons
and (ii) in any member state of the EEA other than the United Kingdom, by persons who are
not Qualified Investors. Any investment or investment activity to which the announcement
relates is available only to (i) in the United Kingdom, relevant persons and (ii) in any member
state of the EEA other than the United Kingdom, Qualified Investors, and will be engaged in
only with such persons.

This announcement does not itself constitute an offer for sale or subscription of any
securities in the Company.

This announcement is not for distribution, directly or indirectly, in or into the United States
(such term to be understood throughout this announcement as including the United States’
territories and possessions, any state of the United States and the District of Columbia),
Canada, Australia or Japan or any jurisdiction into which the same would be unlawful. This
announcement does not constitute or form part of an offer or solicitation to acquire Units in
the capital of the Company in the United States, Canada, Australia or Japan or any
jurisdiction in which such an offer or solicitation is unlawful. In particular, the Placing Units
referred to in this announcement have not been, and will not be, registered under the United
States Securities Act of 1933 (the "Securities Act") or under the securities legislation of any
state of the United States, and may not be offered, sold, resold or delivered, directly or
indirectly, in or into the United States absent registration except pursuant to an exemption
from, or in a transaction not subject to, the registration requirements of the Securities Act.
Subject to exceptions, the Placing Units referred to in this announcement are being offered
and sold only outside the United States in accordance with Regulation S under the
Securities Act. No public offering of securities of the Company will be made in connection
with the Placing in the United Kingdom, the United States, Australia, Canada, Japan, South
Africa or elsewhere.

The relevant clearances have not been, and nor will they be, obtained from the securities
commission of any province or territory of Canada; no prospectus has been lodged with, or
registered by, the Australian Securities and Investments Commission or the Japanese
Ministry of Finance; and the Placing Units have not been, and nor will they be, registered
under the securities laws of any state, province or territory of Australia, Canada or Japan.

Accordingly, the Placing Units may not (unless an exemption under the relevant securities
laws is applicable) be offered, sold, resold or delivered, directly or indirectly, in or into the
United States, Australia, Canada, Japan or any other jurisdiction outside the United
Kingdom.

The Placing Units have not been approved or disapproved by the US Securities and
Exchange Commission, any state securities commission or any other regulatory authority in
the United States, nor have any of the foregoing authorities passed upon or endorsed the
merits of the Placing or the accuracy or adequacy of this announcement. Any representation
to the contrary is unlawful.

Residents of South Africa are subject to exchange control regulations as issued from time to
time by the Financial Surveillance Division of the South African Reserve Bank (“SARB”) and
are advised to seek independent advice regarding any permissions that may be required of
the Financial Surveillance Division of the SARB with regard to the acquisition of Placing
Units by any resident of South Africa. To the extent that Placing Units are offered for
subscription, acquisition or sale in South Africa, such offer is being effected in terms of
section 96 of the South African Companies Act, No. 71 of 2008 and does not constitute an
offer to the public or any sector of the public within the meaning of the South African
Companies Act.
Persons (including, without limitation, nominees and trustees) who have a contractual or
other legal obligation to forward a copy of this announcement should seek appropriate
advice before taking any action.

The Placing Units to be issued pursuant to the Placing will not be admitted to trading on any
stock exchange other than Johannesburg Stock Exchange. 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.

Deutsche Bank AG is authorised under German Banking Law (competent authority: BaFin -
Federal Financial Supervisory Authority) and authorised and subject to limited regulation by
the FCA. Details about the extent of Deutsche Bank AG's authorisation and regulation by the
FCA are available on request.

Sandton
22 May 2013
Sponsor
Investec Bank Limited

Date: 22/05/2013 08:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.

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