TIDMSTAN
RNS Number : 1804G
Standard Chartered PLC
18 November 2015
NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR
INTO THE UNITED STATES, CANADA, SOUTH AFRICA OR ANY OTHER
JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE
UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE
IMPORTANT NOTICE AT THE END OF THE PRESS RELEASE.
THIS IS NOT A PROSPECTUS BUT AN ADVERTISEMENT. INVESTORS SHOULD
NOT SUBSCRIBE FOR SECURITIES REFERRED TO IN THIS ADVERTISEMENT
EXCEPT ON THE BASIS OF INFORMATION IN THE PROSPECTUS.
18 November 2015
Standard Chartered PLC
(the "Company")
PUBLICATION OF RIGHTS ISSUE PROSPECTUS
Further to the announcement of Standard Chartered PLC's (the
"Company") strategic review and GBGBP3.3 billion (net of expenses)
capital raise made on 3 November 2015, the Company announces that
the Prospectus in respect of the proposed 2 for 7 Rights Issue of
728,432,451(1) ordinary shares at 465 pence each was approved today
by the UK Listing Authority (the "UKLA") and will shortly be
available to view on the Company's website at:
http://investors.sc.com/en/disclaimer-page.cfm
In addition, copies of the Prospectus will be made available for
inspection at the Company's registered office, situated at:
1 Basinghall Avenue
London, EC2V 5DD
United Kingdom
A copy of the Prospectus has been submitted to the National
Storage Mechanism and will shortly be available for inspection at:
http://www.morningstar.co.uk/uk/NSM
A copy of the Prospectus will not be posted to Shareholders on
the Company's register, except that Shareholders on the Hong Kong
branch register of members who have not agreed or are not taken to
have agreed to receive corporate communications by electronic means
will receive a printed copy of the Prospectus on or around 23
November 2015.
UK
A Provisional Allotment Letter and accompanying shareholder
guide will be posted to Qualifying Non-CREST Shareholders (other
than certain Overseas Shareholders) on or around 20 November 2015
and it is expected that Nil Paid Rights will be credited to the
stock accounts in CREST of Qualifying CREST Shareholders (other
than certain Overseas Shareholders) on 23 November 2015.
HK
A Provisional Allotment Letter and accompanying shareholder
guide will be posted to Qualifying Non-CCASS Shareholders (other
than certain Overseas Shareholders) on or around 23 November 2015
and it is expected that Nil Paid Rights will be credited to the
stock accounts in CCASS of CCASS Participants (other than certain
Overseas Shareholders) in respect of Qualifying CCASS Shareholders
on 25 November 2015.
Contacts:
Standard Chartered PLC
For further information, please contact:
James Hopkinson, Head of Investor Relations +44 (0)20 7885
7151
Jon Tracey, Global Head of Communications +44 (0)20 7885
7613
[1] Reflecting shares issued after 2 November 2015.
IMPORTANT NOTICE
The defined terms set out in the Prospectus apply in this
announcement.
This announcement has been issued by and is the sole
responsibility of Standard Chartered PLC.
This announcement is not the Prospectus or an extract from, a
summary or an abridged version of the Prospectus but an
advertisement and is for information purposes only and does not
constitute or form part of any offer, or invitation to purchase or
subscribe for, or any solicitation to purchase or subscribe for Nil
Paid Rights, Fully Paid Rights or New Ordinary Shares or to take up
any entitlements to New Ordinary Shares in any jurisdiction in
which such an offer or solicitation is unlawful. Investors should
not acquire any Nil Paid Rights, Fully Paid Rights or New Ordinary
Shares referred to in this announcement except on the basis of the
information contained in the Prospectus, when published. This
announcement cannot be relied upon for any investment contract or
decision.
Neither the content of Standard Chartered's website nor any
website accessible by hyperlinks on Standard Chartered's website is
incorporated in, or forms part of, this announcement. The
Prospectus will give further details of the New Ordinary Shares,
the Nil Paid Rights and the Fully Paid Rights being offered
pursuant to the Rights Issue. The Provisional Allotment Letters are
expected to be despatched shortly after the Prospectus is
published.
J.P. Morgan Securities plc (which conducts its UK investment
banking activities as J.P. Morgan Cazenove), Merrill Lynch
International, Barclays Bank PLC, BNP PARIBAS, Goldman Sachs
International and UBS Limited (the "Underwriters") are acting for
the Company and for no one else in connection with the Rights Issue
and will not be responsible to anyone other than the Company for
providing the protections afforded to their respective clients nor
for providing advice in connection with the Rights Issue or any
other matter referred to in this announcement.
Apart from the responsibilities and liabilities, if any, which
may be imposed on the Underwriters by the FSMA or the regulatory
regime established thereunder, neither of the Underwriters accepts
any responsibility whatsoever or makes any representation or
warranty, express or implied, for or in respect of the contents of
this announcement, including its accuracy or completeness or for
any other statement made or purported to be made by any of them, or
on behalf of them, in connection with the Company, the New Ordinary
Shares or the Rights Issue and nothing in this announcement is or
shall be relied upon as a promise or representation in this
respect, whether as to the past or future. The Underwriters
accordingly disclaim all and any liability whatsoever, whether
arising in tort, contract or otherwise (save as referred to above)
which any of them might otherwise have in respect of this
announcement or any such statement.
There will be no public offer of Nil Paid Rights, Fully Paid
Rights or New Ordinary Shares in the United States, Canada or South
Africa, or any other jurisdiction in which such offer solicitation
or sale would be unlawful prior to registration, exemption from
registration or qualification under the securities laws of such
jurisdiction. This announcement does not constitute or form part of
an offer or solicitation to purchase or subscribe for securities of
the Company in the United States, Canada or South Africa or any
other such jurisdiction.
The information contained in this announcement is not for
release, publication or distribution, whether in whole or in part
and whether directly or indirectly, to persons in the United
States, Canada or South Africa, and should not be distributed,
forwarded to or transmitted in or into any jurisdiction where to do
so might constitute a violation of local securities laws or
regulations.
Securities laws of certain jurisdictions may restrict the
Company's ability to allow participation by certain Shareholders in
the Rights Issue or any future issue of shares carried out by the
Company. Qualifying Shareholders who have a registered address or
are resident in, or who are citizens of, countries other than the
United Kingdom, Republic of Ireland or Hong Kong should consult
their professional advisors as to whether they require any
government or other consents or need to observe any other
formalities to enable them to receive Nil Paid Rights, Fully Paid
Rights, New Ordinary Shares or Provisional Allotment Letters.
The distribution of this announcement, the Prospectus, the
Provisional Allotment Letter and/or the transfer of Nil Paid
Rights, Fully Paid Rights and/or New Ordinary Shares into
jurisdictions other than the United Kingdom, Republic of Ireland or
Hong Kong may be restricted by law and therefore persons into whose
possession this announcement, the Prospectus, the Provisional
Allotment Letter and/or any accompanying documents come should
inform themselves about and observe any such restrictions. Any
failure to comply with any such restrictions may constitute a
violation of the securities laws of such jurisdictions. In
particular, subject to certain exceptions, the Prospectus and the
Provisional Allotment Letter should not be distributed, forwarded
to or transmitted in or into the United States, Canada or South
Africa.
None of the Nil Paid Rights, the Fully Paid Rights or the New
Ordinary Shares has been or will be registered under the United
States Securities Act of 1933, as amended (the "Securities Act") or
under the applicable securities laws of any state, province or
territory of the United States. Accordingly, unless a relevant
exemption from the registration requirements of the Securities Act
is available, neither the Nil Paid Rights, the Fully Paid Rights or
the New Ordinary Shares may, subject to certain exceptions, be
offered, sold, taken up, renounced or delivered, directly or
indirectly, within the United States.
This announcement does not constitute an offer or invitation for
any investment or subscription for Indian Depository Receipts. The
announcement has not been and will not be submitted to the
Registrar of Companies in India or the Securities and Exchange
Board of India for prior review or approval.
The contents of this announcement are not to be construed as
legal, business, financial or tax advice. None of the Company, the
Underwriters, or any of their respective representatives, is making
any representation to any offeree or purchaser of the New Ordinary
Shares regarding the legality of an investment in the Nil Paid
Rights, the Fully Paid Rights or the New Ordinary Shares by such
offeree or purchaser under the laws applicable to such offeree or
purchaser. Each prospective investor should consult his, her or its
own legal adviser, business adviser, financial adviser or tax
adviser for legal, financial, business or tax advice in connection
with the purchase of the Nil Paid Rights, the Fully Paid Rights or
the New Ordinary Shares.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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November 18, 2015 09:54 ET (14:54 GMT)
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