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

Release Date: 24/11/2014 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)
AIM share code: NEPI JSE share code: NEP BVB share code: NEP
ISIN: IM00B23XCH02
(“NEPI” or the “Company”)

NEPI ANNOUNCES ACCELERATED BOOK BUILD FOR ACQUISITIONS

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 ZAR1.4 billion (equivalent to approximately €100 million) through the issue
of new ordinary shares (the “equity raise”). The equity raise is subject to the requirements of the Company`s articles of
association, the Listings Requirements of JSE Limited and the AIM Rules for Companies. The equity raise is subject to pricing
acceptable to NEPI and will be completed as part of a vendor consideration placing (as defined under paragraph 5.62 of the JSE
Listings Requirements) and where required, under the Company’s remaining general authority to issue shares for cash approved
by NEPI shareholders at the annual general meeting at the Company held on Wednesday, 11 June 2014.

The vendor consideration placing will be utilised to fund the recently announced acquisition of the Promenada Mall in Bucharest,
Romania.

The balance of the equity raise under the Company’s general authority, if any, will be utilised to partially fund the Company’s
future development and expansion pipeline as well as acquisitions if acceptable terms are concluded.

The equity raise will be offered to qualifying investors through an accelerated book build process (the “book build”) conducted on
the JSE and AIM. Investors may elect to subscribe for ordinary shares on the JSE register in Rands or elect to subscribe for
ordinary shares on the AIM register in Euros.

All public and non-public investors (as defined under paragraphs 4.25 – 4.26 of the JSE Listings Requirements) may participate in
the vendor consideration placing and only public investors may participate in the equity raise under the Company’s general
authority, to the extent available.

The equity raise is not an offer to the public as contemplated under the South African Companies Act, No.71 of 2008, as amended.
Participation on AIM will only be available to persons who are qualified investors falling within section 86(7) of the Financial
Services and Markets Act 2000 (“Relevant Persons”) (other than South African eligible investors) or who may lawfully be, and
are, invited to participate by the Joint Bookrunners.

Settlement of shares on the JSE register will take place within the system administered by STRATE and settlement of shares on
the AIM register will take place within the CREST system.

The book build opens at 09h00 (South African time)/ 07h00 (GMT) on Monday, 24 November 2014 and the Company reserves
the right to close it at any time thereafter. Pricing and allocations will be announced as soon as practicable following the closing of
the book build.

NEPI reserves the right to increase the size of the equity raise subject to demand.

Macquarie First South Capital Proprietary Limited and Java Capital are acting as joint bookrunners and joint lead managers for
the equity raise.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.

The NEPI ordinary shares being offered are only available to, and any invitation, offering or agreement to subscribe, purchase or
otherwise acquire such shares will be engaged in only with, Relevant Persons. Any person who is not a Relevant Person should
not act or rely on this announcement or any of its contents. This announcement is not a prospectus or an admission document nor
does it contain an offer or constitute any part of an offer to the public within the meaning of Sections 85 and 102B of FSMA or
otherwise.

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 (Joint Bookrunner and Joint Lead Manager), Java Capital (Joint Bookrunner, Joint Lead Manager and 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.

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 nine months ended
30 September 2014 hosted at www.nepinvest.com.

24 November 2014

Contact details:

New Europe Property Investments plc
Victor Semionov                                                     +40 744 388 023

Joint Bookrunner and Joint Lead Manager
Macquarie First South Capital Proprietary Limited                   +27 11 583 2000
E-mail: maccapadvecmjo'burg@macquarie.com

Joint Bookrunner, Joint Lead Manager and JSE Sponsor
Java Capital                                                        +27 11 283 0050
E-mail: NEPI@javacapital.co.za

South African legal counsel to the Joint Bookrunners and Joint Lead Managers
Edward Nathan Sonnenbergs Inc.                                      +27 11 269 7689

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: 24/11/2014 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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