TIDMINPP
RNS Number : 6199R
International Public Partnership Ld
12 December 2016
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT
FOR PUBLICATION, RELEASE, OR DISTRIBUTION, DIRECTLY OR INDIRECTLY,
IN, OR INTO, THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH
AFRICA OR ANY JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL OR
TO U.S. PERSONS. THE INFORMATION CONTAINED HEREIN DOES NOT
CONSTITUTE OR FORM PART OF ANY OFFER TO ISSUE OR SELL, OR ANY
SOLICITATION OF ANY OFFER TO SUBSCRIBE OR PURCHASE, ANY INVESTMENTS
IN ANY JURISDICTION.
12 December 2016
International Public Partnerships Limited
Proposed Issue of Equity
The Board of Directors (the "Board") of International Public
Partnerships Limited (the "Company" and/or "INPP") is pleased to
announce that the Company proposes to raise GBP50 to GBP75 million
(before costs) through the issue of ordinary shares of 0.01p in the
capital of the Company (the "New Ordinary Shares") by way of tap
issuance (the "Issue"). The Issue will be made to qualifying
investors* through the Company's corporate broker, Numis Securities
Limited ("Numis").
The Company announced on 8 December 2016 that it is part of a
consortium that has contracted to acquire a 61% interest in
National Grid's gas distribution network ('GDN') and that the
Company expects to invest up to GBP275 million in that transaction
which is anticipated to reach financial close towards the end of Q1
2017 (subject to the satisfaction of certain conditions).
On 23 November 2016 and in anticipation of the possibility of
the GDN opportunity, the Company announced that its corporate
revolving debt facility had been renewed and increased in size to
GBP400 million. Taken together with the current drawn balance of
GBP33 million, the commitment to invest up to GBP275 million in the
GDN and other investment commitments of the Company (such as the
Thames Tideway Tunnel) amounting to approximately GBP122 million,
the Company has prospectively fully utilised the capacity of its
revolving credit facility.
The Company continues to review and consider its options with
regard to capital raising in the longer term and will consider
whether it is in the interests of shareholders for the Company to
consider a more significant capital raising event in 2017 in order
to reduce the level of utilisation of the revolving credit facility
and free this up to support future investment opportunities.
In the meantime however the Company considers that it is in the
interests of shareholders for a more modest capital raising event
to take place. Without such an event, while the Company has the
resources to meet its pipeline of existing investment commitments,
it has only very limited additional resource available to it to
apply to any new opportunities that may present themselves over the
next few months.
The Company is regularly presented with investment opportunities
through the origination activities of its investment adviser, Amber
Fund Management Limited, and believes that it is in the best
interests of the Company to continue to have access to capital
resource so that it is able to respond to such opportunities where
the directors believe that those opportunities offer value to
investors.
Currently, for instance, in addition to GDN and the other
forward investment commitments that the Company has funded through
its existing revolving credit facility, the Company has a strong
pipeline of potential short and medium term opportunities including
additional investment within the UK offshore transmission sector,
investments in broadband infrastructure and a number of other
projects in the UK, Europe, Australia and the United States that
the Company or its Investment Adviser are bidding on or
developing.
The net proceeds of the proposed issue will therefore be used
firstly, to reduce the drawn element of the Company's debt
facility, secondly to meet forthcoming investment commitments of
the Company and thirdly to meet new opportunities that the Board
determines to be in the best interests of the Company . The sizing
of this capital issue has been determined to allow the Company to
meet these objectives but to limit the risk of holding unnecessary
amounts of uninvested cash on the Company's balance sheet.
The Issue will be non pre-emptive and will be launched
immediately following this announcement, when Numis will commence a
bookbuilding process to determine the level of demand from
potential investors for participation in the Issue. The number of
New Ordinary Shares to be issued and the price per New Ordinary
Share (the "Strike Price") will be agreed between Numis and the
Company following close of the bookbuild at noon on 16 December,
and announced shortly thereafter. Numis and the Company reserve the
right to set a maximum percentage of New Ordinary Shares that may
be allocated to any one investor.
As noted above the Board believes that it is possible that the
Company will determine to make an additional issue of new capital
at some later date in 2017. In the event that the Board does so
determine and subject to all necessary regulatory consents and
waivers being obtained, the Board would expect to exercise their
discretion such that, in the event of any such future issue in 2017
being over-subscribed, long-term, supportive investors who are
allocated shares in this bookbuild will, if so desired and subject
to the terms of such issue, at a minimum be preferentially
allocated twice as many shares in such fund raising as they are
allocated in this one.
The New Ordinary Shares are not being offered at a fixed price.
To bid in the bookbuild, investors will need to communicate their
bid (or bids) by telephone to their usual sales contact at Numis.
Each telephone bid should state the number of New Ordinary Shares
for which the prospective investor wishes to subscribe and the
price or price range that the prospective investor is offering to
pay; any bid price must be for a full pence or half pence amount.
The Strike Price will be in excess of the Company's prevailing net
asset value per Ordinary Share.
The bookbuild is expected to close at 12 noon (London time) on
16 December 2016 but may be closed earlier or later at the
discretion of the Company and Numis. Numis may, in agreement with
the Company, accept bids that are received after the bookbuild has
closed.
Subject to the above, Numis may choose to accept bids, either in
whole or in part, on the basis of allocations determined in
agreement with the Company, and may scale down any bids for this
purpose on such basis as the Company and Numis may determine. Numis
may also, notwithstanding the above, subject to the prior consent
of the Company: (i) allocate New Ordinary Shares after the time of
any initial allocation to any person submitting a bid after that
time, and (ii) allocate New Ordinary Shares after the bookbuild has
closed to any person submitting a bid after that time. The Company
reserves the right to reduce the amount to be raised pursuant to
the Issue.
Under the terms of the Issue, INPP has the ability to issue up
to a maximum of 99,260,331 New Ordinary Shares on a non pre-emptive
basis, under authority granted by Shareholders at its Annual
General Meeting in June 2016. The Board does not intend to increase
the total funds raised above GBP75 million.
* As defined in section 86(7) of the Financial Services and
Markets Act 2000 (as amended).
Certain information contained in this announcement would have
constituted inside information (as defined by Article 7 of
Regulation (EU) No 596/2014) prior to its release as part of this
announcement.
For further information:
Erica Sibree
Amber Fund Management Limited
+44 (0)20 7939 0558
Nick Westlake / Hugh Jonathan
Numis Securities Limited
+44 (0)20 7260 1000
Ed Berry/Mitch Barltrop
FTI Consulting
+44 (0)20 3727 1046/1039
IMPORTANT NOTICES
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 Numis or by any of its 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.
Neither this Announcement nor anything contained herein shall
form the basis of, or be relied upon in connection with, any offer
or commitment whatsoever in any jurisdiction.
This Announcement and the information contained herein is not
for publication, release or distribution, directly or indirectly,
in or into the United States, Australia, Canada, Japan or South
Africa or any jurisdiction in which the same would be unlawful.
This Announcement does not constitute an offer to sell or issue or
the solicitation of an offer to buy or acquire shares in the
capital of the Company.
The Shares have not been, or will not be, registered under the
U.S. 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 accordingly may not be
offered, sold or transferred within the United States except
pursuant to an exemption from, or in a transaction not subject to,
registration under the Securities Act. No offering of the Shares is
being made in the United States or to U.S. persons as defined in
and in accordance with Regulation S under the Securities Act ("U.S.
Persons"). The Company has not been and will not be registered
under the U.S. Investment Company Act of 1940, as amended (the
"Investment Company Act") and investors will not be entitled to the
benefits of that Act.
The Company is a non-EU AIF for the purposes of the Alternative
Investment Fund Managers Directive ("AIFMD") and has not applied
for permission to market New Ordinary Shares in any jurisdiction
other than the United Kingdom and Ireland. Investors will, by
bidding for New Ordinary Shares, be deemed to have represented that
it is lawful for them to have made such a bid and to hold New
Ordinary Shares and that where required by AIFMD, they have read
the information made available by the Company under Article 23 of
AIFMD. The additional regulatory disclosures made by the Company
under Article 23 of AIFMD can be found on the INPP website at
www.internationalpublicpartnerships.com/investor-information/other-publications.
Numis, which is authorised and regulated in the United Kingdom
by the Financial Conduct Authority, is acting for the Company and
is acting for no-one else in connection with the Issue and will not
be responsible to anyone other than the Company for providing the
protections afforded to its clients nor for providing advice in
relation to the proposed issue or any other matter referred to
herein. To the fullest extent permitted by law recipients agree
that Numis shall not have any liability (direct or indirect) for or
in connection with this Announcement or any matters arising out of
or in connection herewith. Numis has not authorised the contents
of, or any part of, this document.
This Announcement is for information purposes only and does not
constitute an invitation to subscribe for or otherwise acquire or
dispose of securities in the Company in any jurisdiction. The
information contained in this Announcement is for background
purposes only and does not purport to be full or complete. This
Announcement does not constitute or form part of any offer to issue
or sell, or any solicitation of any offer to subscribe or purchase,
any investments in any jurisdiction nor shall it (or the fact of
its distribution) form the basis of, or be relied on in connection
with, any contract therefor.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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