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NEW EUROPE PROPERTY INVESTMENTS PLC - Accelerated Book Build

Release Date: 13/07/2016 10:31
Code(s): NEP     PDF:  
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 is in a closed period pending release of its interim results for the half year ended 30 June 2016 on 10 August 2016. In
the meantime, NEPI confirms that the earnings guidance for the current financial year, issued on 9 February 2016, remains
unchanged.

NEPI announces an equity raising of approximately ZAR1 billion (equivalent to approximately €63 million) through the
issue of new ordinary shares (the “equity raise”). 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, to the extent 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, 12 May 2016.

The vendor consideration placing will be utilised to refinance the acquisition of the Forum Ústí nad Labem shopping centre
(Czech Republic), announced on 13 April 2016.

The equity raise will be offered to qualifying investors through an accelerated book build process (the “book build”)
conducted on the JSE. 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. The equity raise is not an offer to the public as contemplated under the South
African Companies Act, No.71 of 2008, as amended.

The book build opens at 10h30 (South African time) on 13 July 2016, 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.

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

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

13 July 2016

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

Joint Bookrunner, Joint Lead Manager and JSE Sponsor
Java Capital Proprietary Limited
Tel: +27 11 722 3054
E-mail: NEPI@javacapital.co.za

South African legal counsel to the Joint Bookrunners and Joint Lead Managers
Edward Nathan Sonnenbergs Inc.

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
Capital South Africa Proprietary Limited (Joint Bookrunner and Joint Lead Manager), Java Capital (Joint Bookrunner, Joint
Lead Manager and JSE Sponsor), Smith & Williamson Corporate Finance Limited (AIM Nominated adviser and broker ) or
SSIF Intercapital Invest SA (BVB 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 2015 Annual Report hosted at
www.nepinvest.com and subsequent announcements.

Additional contact details:

New Europe Property Investments plc
Mirela Covasa +40721 371 100

AIM Nominated Adviser and Broker
Smith & Williamson Corporate Finance Limited
Azhic Basirov                                            +44 20 7131 4000

BVB advisor
SSIF Intercapital Invest SA
Razvan Pasol                                             +40 21 222 8731

Date: 13/07/2016 10:31:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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