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NEW EUROPE PROPERTY INVESTMENTS PLC - NEPI announces accelerated book build for acquisitions

Release Date: 09/09/2013 09:00
Code(s): NEP     PDF:  
Wrap Text
NEPI announces accelerated book build for acquisitions

New Europe Property Investments plc
(Incorporated and registered in the Isle of Man with registered number 001211V)
(Registered as an external company with limited liability under the laws of South
Africa, registration
number 2009/000025/10)
JSE share code: NEP
AIM share code: NEPI
BVB share code: NEP
ISIN: IM00B23XCH02
(“NEPI” 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


NEPI ANNOUNCES ACCELERATED BOOK BUILD FOR ACQUISITIONS

NEPI announces an equity raising of approximately R465 million (equivalent to
approximately €35 million) through the issue of new ordinary shares (“Equity Raising”).
The Equity Raising is subject to pricing acceptable to NEPI, and will be completed as
part of a vendor consideration placing (as defined in the JSE Listings Requirements)
and where required, under the Company’s general authority to issue shares for cash
approved by NEPI shareholders at the annual general meeting of the Company held on
Thursday, 2 May 2013.

The purpose of the Equity Raising is primarily to assist with the funding of recently
announced acquisitions, comprising the acquisition of:
   - a 70% stake in the development known as Mega Mall;
   - land for the development of the Vulcan Value Center; and
   - the shares of the joint venture partner of the Vulcan Value Center.

The Equity Raising will be implemented through an accelerated book build process (the
“Book Build”), and only public investors (as defined under paragraphs 4.25 – 4.26 of
the JSE Listings Requirements) will be eligible to participate, subject to a minimum
subscription of ZAR1 million per investor. The Book Build opens at 09h00 (South African
time) on Monday, 9 September 2013, and the Company reserves the right to close it at
any time thereafter.

Pricing and allocations are expected to be announced no later than the morning of
Tuesday, 10 September 2013, with settlement anticipated to occur on Friday,
13 September 2013. Application will be made for the issue and listing of the new
ordinary shares on Friday, 13 September 2013, and accordingly will be issued cum
dividend.

Macquarie First South Capital Proprietary Limited is acting as the sole bookrunner.

9 September 2013

Sole bookrunner
Macquarie First South Capital Proprietary Limited

South African legal counsel to the sole bookrunner
Edward Nathan Sonnenbergs Inc.

JSE Sponsor
Java Capital
Further contact details:



New Europe Property Investments plc

Martin Slabbert                                    +40 74 432 8882



Nominated Adviser and Broker

Smith & Williamson Corporate Finance Limited

Azhic Basirov/Siobhan Sergeant                     +44 20 7131 4000



Romanian advisor

SSIF Intercapital Invest SA

Razvan Pasol                                       +40 21 222 8731




IMPORTANT NOTICES

The Equity Raising is not an offer to the public as contemplated under the South
African Companies Act, No.71 of 2008 as amended (“Companies Act”), nor an offer of
securities in any other jurisdiction. Potential investors are only permitted to apply
for shares with a minimum total acquisition cost, per single addressee acting as
principal, of greater than or equal to ZAR1 000 000, unless the potential investor is a
person, acting as principal, whose ordinary business, or part of whose ordinary
business, is to deal in securities, whether as principal or agent (in reliance on
Section 96(1)(a)(i) and 96(1)(b) of the Companies Act) or such applicant falls within
one of the other specified categories of persons listed in section 96(1) of the
Companies Act.

This announcement is not for publication or distribution or release, directly or
indirectly, in the United States of America (including its territories and possessions,
any state of the United States and the District of Columbia).

This announcement does not constitute or form part of an offer or solicitation of an
offer to purchase or subscribe for securities in the United States or any other
jurisdiction. The securities referred to herein have not been and will not be
registered under the United States Securities Act of 1933, as amended (the “Securities
Act), and may not be offered or sold, directly or indirectly, in the United States,
absent registration or an exemption from, or transaction not subject to, the
registration requirements of the Securities Act. No public offering of securities is
being made in the United States.

Neither this announcement nor any copy of it may be taken, transmitted or distributed,
directly or indirectly in or into the United States, Canada, Japan or any jurisdiction
in which it would be unlawful to do so.

This announcement is for information purposes only and in member states of the European
Economic Area (other than the United Kingdom) is directed only at persons who are
qualified investors (as defined in article 2(1)(e) of EU directive 2003/71/EC (the
Prospectus Directive) and the relevant implementing rules and regulations adopted by
each Member State). In the United Kingdom, this announcement is directed only at the
following persons: investment professionals falling within article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the Order);
and high net worth entities, and other person to whom it may lawfully be communicated,
falling within article 49(2)(a) to (d) of the Order.

This announcement has been issued by and is the sole responsibility of NEPI. 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 the Company’s advisers
including Macquarie First South Capital Proprietary Limited, Java Capital, Smith &
Williamson Corporate Finance Limited and SSIF Intercapital Invest SA, 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 expressly disclaimed.

CAUTIONARY AND FORWARD LOOKING INFORMATION
This announcement contains (or may contain) certain forward-looking statements with
respect to certain of NEPI's plans and its current goals and expectations relating to
its future financial condition and performance and which involve a number of risks and
uncertainties. NEPI 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. By their nature, forward-looking
statements involve risk and uncertainty because they relate to future events and
circumstances a number of which are beyond NEPI's control. These forward-looking
statements reflect NEPI's judgement at the date of this announcement and are not
intended to give any assurance as to future results. Except as required by the JSE, the
AIM Rules, the Bucharest Stock Exchange Rules or applicable law, NEPI 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. For further information on NEPI,
investors should review the Company’s Annual Report hosted at www.nepinvest.com.

Date: 09/09/2013 09:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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