Wrap Text
Conditional purchase of its own ordinary shares
Raven Property Group Limited
Incorporated in Guernsey
Company number 43371
LSE share code: RAV; JSE share code: RAV
ISIN:GB00B0D5V538
(“Raven” or the “Company”)
Conditional purchase of its own ordinary shares
The Board of Raven refers to its announcement of earlier today and announces that the Company has
now entered into conditional agreements to purchase off-market up to 106,230,374 of its ordinary shares
from two of its institutional shareholders, representing up to 17.7% of the Company’s current issued share
capital. Under each agreement the purchase price for the shares to be acquired by the Company is 36
pence in cash per ordinary share.
The first agreement comprises the purchase of 72,144,978 ordinary shares from Woodford Investment
Management Limited (“WIM”) (acting on behalf of certain underlying funds), representing 12.0% of the
Company’s current issued share capital.
The second agreement comprises the purchase of a minimum of 17,000,000 ordinary shares and not
more than 34,085,396 ordinary shares from Invesco Asset Management Limited (acting as agent for its
underlying funds) (“IAML”), representing between 2.8% and 5.7% of the Company’s current issued share
capital. Under the agreement, any purchase by the Company of shares from the Invesco funds is subject
to the satisfaction of certain conditions. In addition any purchase pursuant to the contract in excess of
17,000,000 ordinary shares shall be at the discretion of IAML and therefore the Invesco funds will not be
prohibited from selling such excess shares in the market prior to the completion of the buy back
transaction.
The shares proposed to be acquired from WIM represent all of the ordinary shares in the Company held
by funds managed by WIM. The proposed purchase of these shares will be a related party transaction
under the FCA’s Listing Rules as WIM and its underlying funds are together a substantial shareholder of
the Company for the purposes of the Listing Rules.
The shares proposed to be acquired from IAML will also be a related party transaction under the FCA’s
Listing Rules as IAML and its underlying funds are together a substantial shareholder of the Company for
the purposes of the Listing Rules.
Each transaction with WIM and IAML will each be conditional, inter alia, on ordinary shareholders,
preference shareholders and convertible preference shareholders passing the resolutions necessary to
authorise both transactions.
The Company intends to cancel a minimum of 89,144,978 ordinary shares acquired on completion of the
transactions with the balance of any ordinary shares purchased and not cancelled to he held as treasury
shares.
At 31 December 2018 the Company reported a Sterling net asset value per share of 48 pence when the
Sterling/Rouble exchange rate was 88.35. Since then, the Rouble has strengthened to 80.0 (at 28 June
2019 central bank rate) and the equivalent 31 December 2018 net asset value per share is 65 pence
based on current exchange rates. Following the 31 May 2019 tender offer and the cancellation of the
ordinary shares proposed to be acquired from funds managed by WIM and the minimum number of
ordinary shares to be acquired from IAML, on a pro forma basis using current exchange rates, the net
asset value per share will increase by a further 10.8% to 72 pence per share.
As reported in our 2018 Annual Report, the Russian economy and the logistics real estate market
continue to improve. The Central Bank of Russia has recently cut its headline rate by 0.25% to 7.5%,
market rental levels are increasing and vacancy is decreasing.
The Company intends to post circulars (including notices of meetings) to ordinary shareholders,
preference shareholders and convertible preference shareholders in respect of the transaction outlined
above in late July and a further announcement will be made at such time. The Company also expects to
announce its results for the six months to 30 June 2019 on 27 August 2019.
The information contained within this announcement relating to the purchase by Company of its own
shares is considered by Raven Property Group Limited to constitute inside information as stipulated
under the Market Abuse Regulation (EU) No.596/2014. Upon the publication of this announcement via a
Regulatory Information Service, this inside information will be considered to be in the public domain.
The person responsible for arranging for the release of this announcement on behalf of the Company is
Benn Garnham, Company Secretary.
1 July 2019
JSE Sponsor: Rencap Securities (Pty) Limited
Enquiries
Raven Property Group Limited Tel: + 44 (0) 1481 712955
Anton Bilton
Glyn Hirsch
Novella Communications Tel: +44 (0) 203 151 7008
Tim Robertson
Fergus Young
N+1 Singer Tel: +44 (0) 20 7496 3000
Corporate Finance - James Maxwell / James Moat
Sales - Alan Geeves / James Waterlow
Numis Securities Limited Tel: + 44 (0) 207 260 1000
Alex Ham / Jamie Loughborough / Alasdair Abram
Renaissance Capital (South Africa) Tel: +27 (11) 750 1448
Yvette Labuschagne
Renaissance Capital (Moscow) Tel: + 7 495 258 7770
David Pipia
Ravenscroft Tel: + 44 (0) 1481 729100
Jade Cook
About Raven Property Group
Raven Property Group Limited was founded in 2005 to invest in class A warehouse complexes in Russia
and lease to Russian and International tenants. Its Ordinary Shares and preference shares are listed on
the Main Market of the London Stock Exchange and admitted to the Official List of the UK Listing
Authority and the Official List of The International Stock Exchange (“TISE”). Its Ordinary Shares also have
a secondary listing on the main board of the Johannesburg Stock Exchange and the Moscow Stock
Exchange. Its convertible preference shares are admitted to the Official List of TISE and to trading on the
SETSqx market of the London Stock Exchange. The Group operates out of offices in Guernsey, Moscow
and Cyprus and has an investment portfolio of circa 1.9 million square metres of Grade "A" warehouses
in Moscow, St Petersburg, Rostov-on-Don, Novosibirsk and Nizhny Novgorod and 49,000 square metres
of commercial office space in St Petersburg. For further information visit the Company’s website:
www.theravenpropertygroup.com
Date: 01/07/2019 10:40:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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