Gresham House plc Supplementary Notice - Property Update
November 28 2014 - 2:00AM
UK Regulatory
TIDMGHE
GRESHAM HOUSE PLC ('Gresham' or the 'Company')
Supplementary Notice - Property Update
The board of the Company would like to make the following
corrections pertaining to some of the details in the Admission
Document and the Circular published on 8 October 2014 and sent to
shareholders on the same day. The board together with the Proposed
Directors (together the "Board") believes there is no material
change to the valuation of the Group's property assets as at 30
June 2014. Admission to AIM of the Company's Ordinary Shares
(including the Placing Shares) and Shareholder Warrants is expected
on 1 December 2014.
In connection with an ongoing review of the Group's property
assets, the Board has become aware of adjustments required to
information previously announced in relation to these assets. The
Board does not view these changes, in aggregate, as being material
in relation to the Company, Admission or the Placing. The net
impact is a minor downward revision of the valuation of the
property at Newton-le-Willows as at 30 June 2014.
Following a review of the site details in relation to the
Group's holding of land at Newton-le-Willows by Jones Lang LaSalle,
it has come to the Board's attention that the Group retains a
residual area of 5 acres, rather than the previously announced
figure of 8 acres. This is because the Group has agreed to sell a
total of approximately 25.8 acres of land to Persimmon rather than
the 22.8 acres as stated in the Admission Document.
In light of this, the Board asked Jones Lang LaSalle to review
its valuation of the Group's property assets contained in the
Admission Document. Following this review, the entire
Newton-le-Willows site, including both the residential land to be
sold to Persimmon and the Group's interest in the retained land,
has now been valued by Jones Lang LaSalle at GBP9.75 million as at
30 June 2014, compared with GBP9.95 million as previously stated.
This revised amount includes GBP250,000 of value relating to
anticipated overage payments in respect of the land sold to
Persimmon which had not previously been taken into account.
Accordingly, the aggregate valuation of the Group's property assets
as at 30 June 2014 was GBP16.35 million rather than GBP16.55
million as stated in the Admission Document. Had the revised
valuation by Jones Lang LaSalle of the Newton-le-Willows site been
reflected in the Company's interim accounts as at 30 June 2014, the
NAV Per Ordinary Share would have been 328.0 pence rather than
331.7 pence as stated in the Admission Document, a difference of
1.12 per cent. The Adjusted NAV Per Ordinary Share would have been
319.54 pence rather than 323.27 pence as stated in the Admission
Document, a difference of 1.2 per cent.
Therefore the Board believes there is no material change to the
valuation of the Group's property assets as at 30 June 2014.
As part of their review, Jones Lang LaSalle have also considered
movements in the value of the Group's property assets since 30 June
2014 and have indicated that the current valuation of the Southern
Gateway site following signing of long term lease agreements since
8 October 2014 is approximately GBP7 million, compared with GBP6.6
million as at 30 June 2014. The aforementioned lease agreements are
(i) as previously announced, a 10 year lease agreement dated 16
October 2014 with a new tenant for the letting of the building
known as Wellington House (or the Liverpool Science Centre) at a
value over the period of the lease of approximately GBP1.3 million
net of tenant incentives and (ii) an agreement dated 18 November
2014 to extend an existing lease with a significant tenant to 15
November 2018.
For illustrative purposes only, if the Adjusted NAV Per Ordinary
Share had been calculated using the revised value of the
Newton-le-Willows site as at 30 June 2014 and the current indicated
valuation of the Southern Gateway site, it would have been 326.99
pence.
Expected Timetable and Placing Statistics
(following the passing of all Resolutions at
the General Meeting on 31 October 2014):
Date of Admission 1 December 2014
Record Date for Shareholder Warrants 28 November 2014
Number of existing Ordinary Shares 5,369,880
Number of Placing Shares 3,973,510
Enlarged number of Shares at Admission 9,343,390
Placing Price 286.9p
Market capitalisation at Placing Price GBP26.8 million
Number of Shareholder Warrants at Admission up to 1,073,976
Number of Supporter Warrants at Admission 850,000
Gross proceeds of Placing and GBP11.46 million
Supporter Warrant Issue
ISIN / Ticker for Ordinary Shares GB0003887287 / GHE
ISIN / Ticker for Shareholder Warrants GB00BPYP3515 / GHEW
For further enquiries, please contact:
Gresham House plc
Brian Hallett, Director and Company Secretary 01489 570 861
John Lorimer, Director 020 7592 7020
Westhouse Securities Ltd 020 7601 6100
Robert Finlay
Richard Johnson
Further information, including the Company's Admission Document,
may be found at www.greshamhouse.com.
Unless otherwise defined herein, terms capitalised in this
supplementary notice have the same meaning as in the Admission
Document published on the Company's website on 8 October 2014.
IMPORTANT NOTICE
Westhouse, which is authorised in the UK under the FSMA and
which is regulated by the Financial Conduct Authority, is acting as
financial adviser, nominated adviser and broker in connection with
the Proposals. Westhouse is acting exclusively for Gresham House
plc and for no-one else and will not be responsible to anyone other
than Gresham House plc for providing the protections afforded to
the clients of Westhouse nor for providing any advice in relation
to the Proposals or the contents of this supplementary notice or
any transaction, arrangement or matter referred to herein.
Overseas Shareholders
The distribution of this supplementary notice in or into
jurisdictions other than the United Kingdom may be restricted by
law and therefore any persons who are subject to the laws of any
jurisdiction other than the United Kingdom should inform themselves
about, and observe, such restrictions. Any failure to comply with
the applicable restrictions may constitute a violation of the
securities laws of any such jurisdiction. Subject to certain
exceptions, this supplementary notice is not for release,
publication or distribution, directly or indirectly, in or into the
United States, Australia, Canada, the Republic of South Africa,
Japan or any jurisdiction where to do so might constitute a
violation of local securities laws or regulations.
Forward-looking statements
This supplementary notice may include 'forward-looking
statements'. All statements other than statements of historical
fact included in this supplementary notice, including without
limitation, those regarding the Company's financial position,
business strategy, plans and management objectives for future
operations are forward-looking statements. Forward-looking
statements are subject to risks and uncertainties and accordingly
the Company's actual future financial results and operational
performance may differ materially from the results and performance
express in, or implied by, the statements. These factors include
but are not limited to those described in the formal admission
document.
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