TIDMMARS
RNS Number : 5626F
Marston's PLC
18 May 2017
18 May 2017
This announcement and the information contained herein is
restricted and not for release, publication or distribution, in
whole or in part, directly or indirectly, in or into the United
States, Australia, Canada, Japan, South Africa or any other
jurisdiction in which such release, publication or distribution
would be unlawful.
This announcement contains inside information.
MARSTON'S PLC ("Marston's" or the "Company")
Results of Placing
Marston's is pleased to announce the successful completion of
the placing announced today (the "Placing").
A total of 57,600,995 new ordinary shares of 7.375 pence each
(the "Placing Shares") have been placed by J.P. Morgan Securities
PLC, which conducts its UK investment banking activities as J.P.
Morgan Cazenove ("J.P. Morgan Cazenove") and Numis Securities
Limited ("Numis") at a price of 137.0 pence per Placing Share (the
"Placing Price"), raising proceeds of approximately GBP78.9 million
(before expenses). The Placing Shares being issued represent
approximately 9.9% of the issued ordinary share capital of the
Company (excluding treasury shares) prior to the Placing.
The Placing Price represents a discount of 4.9 per cent. to the
closing price on 17 May 2017 and a discount of 3.1 per cent. to the
intra-day price at 9.31 a.m. (being the time the Placing Price was
agreed). The net placing price of approximately 131.7 pence per
Placing Share to be received by the Company after expenses directly
attributable to the Placing represents a discount of approximately
6.8 per cent. to that intra-day price.
Applications have been made for admission of the Placing Shares
to the premium listing segment of the Official List of the
Financial Conduct Authority and to trading on the main market of
the London Stock Exchange (together "Admission"). It is expected
that Admission will take place at 8.00 a.m. on 22 May 2017 at which
time dealings in the Placing Shares will commence.
The Placing Shares, when issued, will be credited as fully paid
and will rank pari passu in all respects with the existing ordinary
shares of 7.375 pence each in the share capital of the Company,
including the right to receive all dividends (including the interim
dividend of 2.7p per share announced today) and other distributions
declared, made or paid on or in respect of such shares after the
date of issue of the Placing Shares.
Contacts
Marston's
Ralph Findlay, Chief Executive +44 (0) 1902 329516
Andrew Andrea, Chief Financial and Corporate Development
Officer
J.P. Morgan Cazenove
James Mitford +44 (0) 20 7742 4000
Behzad Arbabzadah
Laurene Danon
Numis +44 (0) 20 7260 1000
Christopher Wilkinson
Michael Burke
Andrew Hackney
Instinctif Partners +44 (0) 20 7457 2020
Justine Warren
Matthew Smallwood
IMPORTANT NOTICE
This Announcement and the information contained in it is
restricted and is not for publication, release or distribution, in
whole or in part, directly or indirectly, in or into the United
States, Australia, South Africa or Japan or any other state or
jurisdiction in which publication, release or distribution would be
unlawful, restricted or unauthorised. This Announcement is for
information purposes only and does not constitute an offer to sell
or issue, or the solicitation of an offer to buy, acquire or
subscribe for shares in the capital of Marston's PLC (the
"Company") in any other state or jurisdiction in which such offer
or solicitation is not authorised or to any person to whom it is
unlawful to make such offer or solicitation. Any failure to comply
with these restrictions may constitute a violation of the
securities laws of such jurisdictions. This Announcement is not an
offer of securities for sale in the United States. The Placing
Shares have not been and will not be registered under the United
States Securities Act of 1933, as amended (the "Securities Act") or
with any securities regulatory authority of any state or other
jurisdiction of the United States and may not be offered or sold in
the United States unless registered under the Securities Act or
pursuant to an exemption from, or a transaction not subject to,
registration under the Securities Act. The Placing Shares are being
offered and sold in the United States only to a limited number of
"qualified institutional buyers" ("QIBs") in reliance on Rule 144A
under the Securities Act or another exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act and are being offered and sold outside the United
States in offshore transactions in accordance with Regulation S
under the Securities Act.
This Announcement has been issued by, and is the sole
responsibility of, the Company. 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 J.P.
Morgan Securities PLC (which conducts its UK investment banking
business under the name J.P. Morgan Cazenove) ("JPMC") or Numis
Securities Limited ("Numis" and, together with JPMC, the
"Bookrunners") 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.
Each of JPMC and Numis is authorised by the Prudential
Regulation Authority (the "PRA") and regulated by the PRA and the
Financial Conduct Authority in the United Kingdom. The Bookrunners
are acting solely for the Company and no one else in connection
with the Placing and they will not be responsible to anyone other
than the Company for providing the protections afforded to their
clients nor for providing advice in relation to the Placing and/or
any other matter referred to in this Announcement. Apart from the
responsibilities and liabilities, if any, which may be imposed on
the Bookrunners by the UK Financial Services and Markets Act 2000
or by the regulatory regime established under it, none of the
Bookrunners or any of their respective affiliates accepts any
responsibility whatsoever for the contents of the information
contained in this Announcement or for any other statement made or
purported to be made by or on behalf of any of the Bookrunners or
any of their respective affiliates in connection with the Company,
the Placing Shares or the Placing. The Bookrunners and their
respective affiliates accordingly disclaim all and any liability,
whether arising in tort, contract or otherwise (save as referred to
above) in respect of any statements or other information contained
in this Announcement and no representation or warranty, express or
implied, is made by any of the Bookrunners or any of their
respective affiliates as to the accuracy, completeness or
sufficiency of the information contained in this Announcement.
The distribution of this Announcement and the offering of the
Placing Shares in certain jurisdictions may be restricted by law.
No action has been taken by the Company or the Bookrunners that
would permit an offering of such shares or possession or
distribution of this Announcement or any other offering or
publicity material relating to such shares in any jurisdiction
where action for that purpose is required. Persons into whose
possession this Announcement comes are required by the Company and
the Bookrunners to inform themselves about, and to observe, such
restrictions.
The information in this Announcement may not be forwarded or
distributed to any other person and may not be reproduced in any
manner whatsoever. Any forwarding, distribution, reproduction, or
disclosure of this information in whole or in part is unauthorised.
Failure to comply with this directive may result in a violation of
the Securities Act or the applicable laws of other
jurisdictions.
This Announcement contains (or may contain) certain
forward-looking statements with respect to certain of the Company's
current expectations and projections about future events. These
statements, which sometimes use words such as "aim", "anticipate",
"believe", "intend", "plan", "estimate", "expect" and words of
similar meaning, reflect the directors' beliefs and expectations
and involve a number of risks, uncertainties and assumptions that
could cause actual results and performance to differ materially
from any expected future results or performance expressed or
implied by the forward-looking statement. Statements contained in
this Announcement regarding past trends or activities should not be
taken as a representation that such trends or activities will
continue in the future. The information contained in this
Announcement is subject to change without notice and, except as
required by applicable law, the Company does not assume any
responsibility or obligation to update publicly or review any of
the forward-looking statements contained in it. You should not
place undue reliance on forward-looking statements, which speak
only as of the date of this Announcement. No statement in this
Announcement is or is intended to be a profit forecast or profit
estimate or to imply that the earnings of the Company for the
current or future financial years will necessarily match or exceed
the historical or published earnings of the Company. The price of
shares and the income from them may go down as well as up and
investors may not get back the full amount invested on disposal of
the shares.
The Placing Shares to be issued pursuant to the Placing will not
be admitted to trading on any stock exchange other than the London
Stock Exchange PLC.
Neither the content of the Company's website nor any website
accessible by hyperlinks on the Company's website is incorporated
in, or forms part of, this Announcement
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCUWVRRBWAVAAR
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