Wrap Text
Accelerated book build
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)
AIM share code: NEPI JSE share code: NEP BVB share code: NEP
ISIN: IM00B23XCH02
(“NEPI” or the “Company”)
ACCELERATED BOOK BUILD
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 an equity raising of approximately ZAR1.14 billion (equivalent to approximately €80 million)
through the issue of new ordinary shares (the “equity raise”). The equity raise is subject to pricing acceptable to NEPI
and the new shares will be issued under NEPI’s general authority to issue shares for cash, as approved by shareholders
at the annual general meeting of the Company held on Wednesday, 11 June 2014.
The proceeds of the equity raise will be used to partially fund the Company’s future development and extension
pipeline, as well as acquisitions, if acceptable terms are concluded. This is in line with the Company’s strategy to
focus on opportunities that lead to maximising long-term, recurring distributable earnings per share, as detailed in the
Company’s unaudited consolidated financial results for the six months ended 30 June 2014, announced on 30 July
2014.
The equity raise will be offered to qualifying investors through an accelerated book build process (the “book build”)
conducted on the JSE, 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 application of ZAR1 million per investor.
The book build opens at 09h00 (South African time) on Monday, 4 August 2014 and the Company reserves the right
to close it at any time thereafter. Pricing and allocations will be announced as soon as practical following the closing
of the book build.
Macquarie First South Capital Proprietary Limited is acting as the sole bookrunner.
4 August 2014
Sole Bookrunner
Macquarie First South Capital Proprietary Limited
Tel: +27 11 583 2000
South African legal counsel to the sole bookrunner
Edward Nathan Sonnenbergs Inc.
JSE Sponsor
Java Capital
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. This announcement does not and is not intended to constitute an offer to the public in South Africa in terms of
the Companies Act. Neither this announcement nor any copy of it may be taken, transmitted or distributed, directly or
indirectly in or into the United States, Canada, Australia or Japan.
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
Macquarie First South Capital Proprietary Limited (Sole bookrunner), Java Capital (JSE Sponsor), Smith &
Williamson Corporate Finance Limited (Nominated adviser and broker in the UK) or SSIF Intercapital Invest SA
(Romanian advisor) or by any of its 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.
NEPI reserves the right to increase the size of the equity raise subject to demand.
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 and Unaudited condensed consolidated financial results
for the six months ended 30 June 2014 hosted at www.nepinvest.com.
Additional contact details:
New Europe Property Investments plc
Victor Semionov +40 744 388 023
Nominated Adviser and Broker
Smith & Williamson Corporate Finance Limited
Azhic Basirov +44 20 7131 4000
Romanian advisor
SSIF Intercapital Invest SA
Razvan Pasol +40 21 222 8731
Date: 04/08/2014 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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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,
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