TIDMGABI
RNS Number : 7683U
GCP Asset Backed Income Fund Ltd
20 January 2017
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, TO US PERSONS OR IN OR INTO
AUSTRALIA, CANADA, JAPAN OR THE UNITED STATES OF AMERICA OR ANY
JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.
This announcement is an advertisement and does not constitute a
prospectus or offering memorandum or an offer in respect of any
securities. Neither the issue of this announcement nor any part of
its contents constitutes an offer to sell or invitation to purchase
any securities of the Company. Investors should not subscribe for
or purchase any transferable securities referred to in this
announcement except on the basis of information in the Prospectus
published by the Company today in connection with the proposed
admission of C shares of no par value to trading on the main market
for listed securities of the London Stock Exchange and to listing
on the premium segment of the Official List of the UK Listing
Authority.
20 January 2017
GCP Asset Backed Income Fund Limited (the "Company" or "GCP
Asset Backed Income")
C Share Issue and publication of prospectus
Further to the announcement by the Company on 5 January 2017,
the Directors of GCP Asset Backed Income, which invests in asset
backed loans, are pleased to announce that the Company has today
published a prospectus ("Prospectus") setting out details of a
fully pre-emptive offer of C Shares targeting Gross Proceeds of
GBP100 million in February 2017.
The Issue will be by way of an Open Offer, Placing and Offer for
Subscription. To ensure that any demand from Shareholders on the
Company's register as at the Record Date (being 18 January 2017)
takes priority, the Issue will include a pre-emptive offering
through the Open Offer on the basis of one C Share for each
Ordinary Share held by Shareholders as at that date.
The net proceeds of the Issue will be used to take advantage of
attractive investment opportunities. The Investment Manager has
identified a pipeline of c. GBP168million of investments in respect
of which it is in discussion with the relevant borrowers.
Terms used and not defined in this announcement shall have the
meaning given to them in the Prospectus.
A copy of the Prospectus has today been posted to Shareholders
and submitted to the National Storage Mechanism, and will shortly
be available for inspection at www.morningstar.co.uk/uk/NSM and on
the Company's website at
www.gcpuk.com/gcp-asset-backed-income-fund-ltd.
Copies of the Prospectus will also be available from the
Company's registered office and the offices of Gowling WLG (UK)
LLP, 4 More London Riverside, London SE1 2AU during normal business
hours.
Expected timetable
2017
18 January Record Date for entitlements under the Open Offer (5pm)
23 January Ex-entitlement date for the Open Offer (8am)
3 February Latest date to deposit Basic Entitlements and Excess
CREST Open Offer entitlements into CREST (3pm)
8 February Latest date for receipt of completed Open Offer
Application Forms and payment in full under the Open Offer or
settlement of relevant CREST instructions (as appropriate)
(11am)*
9 February Placing (3pm) and Offer for Subscription (1pm) close*
10 February Publication of results of the Issue
14 February Admission and dealings in the C Shares commence
* The Directors may, with the prior approval of Cenkos alter
such date and thereby shorten or lengthen the Placing, Open Offer
and/or Offer for Subscription period, to a date or dates no later
than 31 March 2017.
The above times and/or dates may be subject to change and, in
the event of such change, the revised times and/or dates will be
notified to Shareholders by an announcement through a Regulatory
Information Service. All references to times in this document are
to London time unless otherwise stated.
For further information, please contact:
Gravis Capital Partners +44 (0)20
LLP 7518 1490
David Conlon david.conlon@gcpuk.com
Philip Kent philip.kent@gcpuk.com
Dion Di Miceli dion.dimiceli@gcpuk.com
Cenkos Securities +44 (0)20
plc 7397 8900
Tom Scrivens tscrivens@cenkos.com
Oliver Packard opackard@cenkos.com
Sapna Shah sshah@cenkos.com
+44 (0)20
Buchanan 7466 5000
Charles Ryland charlesr@buchanan.uk.com
Vicky Watkins victoriaw@buchanan.uk.com
Notes to Editors
The Company
GCP Asset Backed Income is a closed ended investment company
traded on the London Stock Exchange's main market for listed
securities. Its investment objective is to generate attractive
risk-adjusted returns primarily through regular, growing
distributions and modest capital appreciation over the long
term.
The Company seeks to meet its investment objective through a
diversified portfolio of investments secured against contracted,
predictable medium to long term cash flows and/or physical assets
which are predominantly UK based.
Additional information
The distribution of this announcement and the Issue in certain
jurisdictions may be restricted by law. Other than in the United
Kingdom, no action has been taken by the Company or Cenkos that
would permit an offering of the C 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 Cenkos to inform themselves about, and
to observe, such restrictions.
The C Shares are being offered and issued outside the United
States in reliance on Regulation S promulgated under the U.S.
Securities Act of 1933, as amended (the "U.S. Securities Act"). The
C Shares have not been nor will be registered under the U.S.
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 within the United States except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the U.S. Securities Act and in
compliance with any applicable securities law of any state or other
jurisdiction in the United States. In addition, the Company has not
registered and will not register under the U.S. Investment Company
Act of 1940, as amended. The C Shares have not been approved or
disapproved by the U.S. Securities and Exchange Commission, any
state securities commission in the United States or any other U.S.
regulatory authority, nor have any of the foregoing authorities
passed upon or endorsed the merits of the offering or the issue of
the C Shares or the accuracy or adequacy of the Prospectus. Any
representation to the contrary is a criminal offence in the United
States and the re-offer or resale of any of the C Shares in the
United States may constitute a violation of U.S. law.
Recipients of this announcement are reminded that applications
for C Shares may be made solely on the basis of the information and
opinions contained in the Prospectus. No representation or
warranty, express or implied, is made or given by or on behalf of
the Company, Cenkos or the Investment Manager or any of their
respective directors, partners, officers, employees, agents or
advisers or any other person (whether or not referred to in this
announcement) as to the accuracy, completeness or fairness of the
information contained herein and no responsibility or liability is
accepted by any of them for any such information or opinions.
No offer or invitation to subscribe for or acquire shares in the
Company is being made by or in connection with this
announcement.
Cenkos, which is authorised and regulated in the United Kingdom
by the Financial Conduct Authority, is acting as sponsor, sole
placing agent and financial adviser to the Company and is acting
for no-one else in connection with the Issue, Admission and the
contents of this announcement and will not be responsible to anyone
other than the Company for providing the protections afforded to
clients of Cenkos nor for providing advice in connection with the
Issue, Admission and the contents of this announcement or any other
matter referred to herein.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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