TIDMSUPR
RNS Number : 5206S
Supermarket Income REIT PLC
12 March 2019
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT
FOR PUBLICATION, RELEASE, OR DISTRIBUTION, IN WHOLE OR IN PART,
DIRECTLY OR INDIRECTLY, IN, INTO OR FROM, THE UNITED STATES,
AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY
JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL. THIS ANNOUNCEMENT
AND THE INFORMATION CONTAINED HEREIN IS FOR INFORMATION PURPOSES
ONLY AND SHALL NOT CONSTITUTE AN OFFER TO SELL OR ISSUE OR THE
SOLICITATION OF AN OFFER TO BUY, SUBSCRIBE OR ACQUIRE ANY
SECURITIES IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR THE
REPUBLIC OF SOUTH AFRICA (UNLESS AN EXEMPTION UNDER THE RELEVANT
SECURITIES LAWS IS AVAILABLE) OR IN ANY OTHER JURISDICTION IN WHICH
ANY SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL.
This Announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014. Upon the publication of
this Announcement, this inside information is now considered to be
in the public domain.
12 March 2019
SUPERMARKET INCOME REIT PLC
(the "Company")
Proposed Issue of Ordinary Shares
The Board of Supermarket Income REIT plc is pleased to announce
its intention to raise approximately GBP25 million by way of a
Placing and Offer for Subscription pursuant to the Share Issuance
Programme, at 101 pence per New Ordinary Share (the "Issue").
Highlights:
-- Issue of approximately 24,752,475 New Ordinary Shares at 101
pence per New Ordinary Share (the "Issue Price") by way of a
Placing and Offer for Subscription pursuant to the Share Issuance
Programme
-- The Company and the Investment Adviser are currently seeing
multiple attractive opportunities in the market:
o they have identified two near-term Target Assets which are
currently in advanced due diligence
o the Investment Adviser has also started due diligence on a
further three investment opportunities which it believes will meet
the Company's stringent acquisition criteria and could be acquired
in a relatively short time frame (the "Pipeline")
o together the Target Assets and the Pipeline present multiple
near-term investment opportunities, allowing for significant price
discovery and pricing discipline as well as providing optionality
if acceptable terms cannot be reached with the preferred vendor
-- The GBP25 million target issue size, and associated gearing,
should enable the Company to purchase one supermarket asset. If the
target issue size is exceeded, the Company will carefully consider
the possibility of acquiring an additional Target Asset or an asset
in its near-term Pipeline. When making this decision the Company
will consider, inter alia, the level and quality of demand in the
Issue, the near-term availability of the assets at the right price,
and the projected financial position of the Company post the
raise
The Issue is being conducted in accordance with the terms and
conditions in the Prospectus consisting of a Registration Document
published on 25 April 2018 and a Summary Document and Securities
Note (which updates the Registration Document), which are expected
to be published later today following their approval by the UK
Listing Authority.
Nick Hewson, Chairman of the Company, said:
"I am very pleased by the opportunities that our Investment
Adviser has identified. They provide a pipeline of investment
options which meet the Company's investment policy and allow us to
invest further in the future model of UK grocery. This transaction
will enhance our existing omnichannel supermarket portfolio adding
further geographical and income diversification."
Background to the Issue
The Company owns six UK supermarket assets, independently valued
as at 31 December 2018 at GBP320.6 million. All these assets
operate both as physical supermarkets and as online fulfilment
centres (for home delivery and/or click and collect) on large
flexible sites near to population centres. The assets benefit from
long, upward only, RPI linked leases, with a weighted average
unexpired lease term of 19 years across the portfolio, and are let
to large UK supermarket operators (Tesco, Sainsburys and
Morrisons).
The Company has established a strong track record of sourcing
high-quality assets in advance of a fundraise and efficiently
executing acquisitions afterwards, thereby minimising the
potentially negative effect of cash drag on financial returns.
Indeed, all the assets in the Company's portfolio have been
acquired within eight weeks of their respective fundraises.
All the properties in the Company's portfolio have inflation
linked leases providing long-term growing income which as a REIT,
it is required to distribute to shareholders in the form of
dividends (subject to payout ratios and typical deductions, the
REIT rules and applicable laws). In January 2019, the Company
announced that it had increased the quarterly dividend in line with
RPI inflation from 1.375 pence per share to 1.419 pence per share,
an increase of 3.2 per cent and the Company is on track to deliver
an annualised dividend of 5.63 pence per Ordinary Share for the
2018/19 financial year and 5.68 pence per Ordinary Share for the
twelve months ending 31 December 2019.
The targeted long-term net total shareholder return (combining
NAV progression and dividends) is 7 to 10 per cent. per annum.
Use of proceeds for the Issue
The Investment Adviser has identified two near-term acquisition
opportunities (the "Target Assets"). Both assets benefit from long
RPI-linked leases (capped and collared at 0 per cent and 4 per
cent, and 0 per cent and 5 per cent respectively), with a weighted
average lease term of 19 years. Both of the assets are occupied by
Tesco and benefit from low site cover, interesting asset management
opportunities and geographical locations in the Midlands and East
of England, which support both physical and online sales channels.
The average net initial yield on the Target Assets is expected to
be broadly in line with the existing portfolio.
In addition to the Target Assets, the Investment Adviser has
identified a near term pipeline of three further assets with an
aggregate value of approximately GBP160 million that meet the
Company's stringent acquisition criteria and could potentially be
acquired in a relatively short time frame. These assets are
currently in due diligence. The Company continues to explore other
investment opportunities across the market and, owing to its
growing reputation in this property sub-sector, is well positioned
to source asset opportunties which could, for example, come to
market from distressed vendors which are selling to fund redemption
requests.
The assets available to the Company offer multiple near-term
investment opportunities. The Company does not intend to acquire
all of these assets following the Issue, however such a pipeline
allows the Company to benefit from significant price discovery and
pricing discipline as well as providing optionality, without
materially compromising on the pace of investment, if acceptable
terms cannot be reached with its preferred vendor.
No contractually binding obligations for the sale and purchase
of the Target Assets have been entered into by the Investment
Adviser or the Company. As such, there can be no assurance that the
Company will acquire either of the Target Assets or assets which
are part of the near term Pipeline.
Benefits of the Issue
The Directors believe that the Issue has the following principal
benefits for Shareholders:
-- the net proceeds of the Issue will be used to invest in a key
operational property let to one of the largest UK supermarket
operators, further diversifying the Portfolio, supplementing the
Company's growing, inflation linked, income stream and capitalising
on the Company's leading position in the supermarket real estate
market;
-- an increase in the size of the Company should improve
liquidity and enhance the marketability of the Company and result
in a broader investor base over the longer term; and
-- an increase in the size of the Company will spread its fixed
operating expenses over a larger issued share capital.
The Directors believe that the Issue, implemented as part of the
Share Issuance Programme, will increase the size and scale of the
Company, and allow it, among other things, to maximise its in-built
economies of scale, including when negotiating asset improvements
across the Portfolio with its tenants.
Further information on the Issue
The Company is proposing to raise Gross Issue Proceeds of
approximately GBP25 million by way of the Placing and Offer for
Subscription of 24,752,475 New Ordinary Shares pursuant to the
Share Issuance Programme, at the Issue Price of 101 pence per New
Ordinary Share. The Issue Price represents a discount of 2.9 per
cent. to the closing offer price of 104 pence per existing Ordinary
Share on 11 March 2019 (being the last business day prior to this
Announcement).
The consideration for the purchase of a supermarket asset will
be met from the Net Issue Proceeds, with the balance to be funded
from debt financing. If both the Target Assets were acquired, the
total expected purchase price, excluding acquisition costs, is
expected to be approximately GBP100 million. The GBP25 million
target issue size pursuant to the Issue should enable the Company
to purchase one of the Target Assets with the number of investment
opportunities helping ensure the Company benefits from negotiating
flexibility when discussing the purchase of this asset with the
vendor. If the Company has demand from investors of less than GBP25
million, the Company and the Directors will consider which asset is
the most complementary to the Portfolio and what level of debt
finance would be acceptable and prudent in the medium term.
Following, such consideration, it may acquire one or none of the
Target Assets or any of the assets in its near-term Pipeline as
well as potentially drawing down new, or repaying existing, debt.
If the Company has demand from investors which exceeds GBP25
million, the Company may
consider increasing the size of the Issue (subject to a maximum
cap of 85,643,565 New Ordinary Shares, being the total size of
Share Issuance Programme of 150,000,000 Ordinary Shares less the
64,356,435 Ordinary Shares issued pursuant to the Initial Issue).
Any decision to upsize would only be made after careful
consideration of the prevailing market conditions, the Company's
overall financial position, including its anticipated level of
debt, the availability and estimated price of the properties that
the Investment Adviser has identified as being suitable for
purchase by the Company and the length of time it would likely take
to acquire them.
The Issue is not underwritten. The Placing may be scaled back in
order to satisfy valid applications under the Offer for
Subscription, and the Offer for Subscription may be scaled back in
favour of the Placing. The Issue may be scaled back by the Company
for any reason, including where it is necessary to scale back
allocations to ensure the Issue proceeds align with the Company's
post fundraise acquisition and leverage targets.
The Issue Price is 101 pence per New Ordinary Share. The Issue
Price has been set by the Directors following their assessment of
market conditions and following discussions with a small number of
institutional investors.
The Offer for Subscription is only being made in the UK, but
subject to applicable law, the Company may allot and issue New
Ordinary Shares on a private placement basis to applicants in other
jurisdictions.
The Issue is conditional, inter alia, upon the following:
-- Admission having become effective on or before 8.00 a.m. on
26 March 2019 or such later time and/or date as the Company and
Stifel may agree; and
-- none of the warranties under the Placing Agreement having
ceased to be true and accurate or having become misleading at any
time following the date of the Placing Agreement up to and
including the date of Admission.
If these conditions are not met, the Issue will not proceed and
an announcement to that effect will be made via a RIS
announcement.
The results of the Issue are expected to be announced on 22
March 2019. The New Ordinary Shares will be issued credited as
fully paid and will rank pari passu in all respects with the
Existing Ordinary Shares. The New Ordinary Shares will be issued in
registered form and will be capable of being held in both
certificated and uncertificated form.
Applications will be made to the London Stock Exchange for the
New Ordinary Shares to be admitted to trading on the Specialist
Fund Segment. It is expected that Admission will become effective
and that dealings for normal settlement in the New Ordinary Shares
will commence on the London Stock Exchange by 8.00 a.m. on 26 March
2019.
The Existing Ordinary Shares are already admitted to trading on
the Specialist Fund Segment and to CREST. It is expected that all
of the New Ordinary Shares, when issued and fully paid, will be
capable of being held and transferred by means of CREST. The New
Ordinary Shares will trade under ISIN GB00BF345X11.
The Company is due to declare the Company's third quarterly
dividend of 1.419 pence per Ordinary Share in April 2019 with the
dividend expected to be paid in May 2019. New Ordinary Shares
issued pursuant to the Issue are expected to carry the right to
receive this quarterly dividend.
Expected timetable
Placing and Offer for Subscription 12 March 2019
opens
Latest time and date for receipt 11.00 a.m. on 21 March
of application forms under the Offer 2019
for Subscription and commitments
under the Placing
Results of the Issue announced by close of business on
22 March 2019
Admission and dealings in New Ordinary 8.00 a.m. on 26 March 2019
Shares commence
The dates set out in the expected timetable above may be
adjusted by the Company. In such circumstances details of the new
dates will be notified to the UK Listing Authority and the London
Stock Exchange and an announcement will be made through a
Regulatory Information Service.
Dealing codes
Ticker: SUPR
ISIN for the New Ordinary Shares: GB00BF345X11
SEDOL for the New Ordinary Shares: BF345X1
The Company's legal entity identifier: 2138007FOINJKAM7L537
For further information, please contact:
Atrato Capital Limited
+44 (0)20 3790 8087
Ben Green
Steve Windsor
Steve Noble
Stifel - Bookrunner, Financial Adviser and Placing Agent +44
(0)20 7710 7600
Tom Yeadon (tom.yeadon@stifel.com)
Mark Young (mark.young@stifel.com)
Neil Winward (neil.winward@stifel.com)
Goodbody - Placing Agent
+44 (0)20 3841 6220
James Felix
Bruce Garrow
Richard Tunney
Tavistock
+44 (0)20 7920 3150
Jeremy Carey (Jeremy.carey@tavistock.co.uk)
James Whitmore (james.whitmore@tavistock.co.uk)
Notes
Terms used and not defined in this Announcement bear the meaning
given to them in the Prospectus to be published in due course.
The target dividend is a target only and not a profit forecast.
There can be no assurance that the target will be met and it should
not be taken as an indication of the Company's expected or actual
future results.
Important Information
This Announcement is an advertisement and does not constitute a
prospectus relating to the Company and does not constitute, or form
part of, any offer or invitation to sell or issue, or an invitation
to purchase investments of any description, or any solicitation of
any offer to subscribe for, any securities in the Company in any
jurisdiction nor shall it, or any part of it, or the fact of its
distribution, form the basis of, or be relied on in connection with
or act as any inducement to enter into, any contract therefor.
Copies of the prospectus to be published by the Company will
shortly be available from www.supermarketincomereit.com.
Recipients of this Announcement who are considering acquiring
New Ordinary Shares are reminded that any such acquisition must be
made only on the basis of the information contained in the
Prospectus (or any supplementary prospectus) which may be different
from the information contained in this Announcement and must not be
made in reliance on this Announcement. The subscription for New
Ordinary Shares is subject to specific legal or regulatory
restrictions in certain jurisdictions. Persons distributing this
Announcement must satisfy themselves that it is lawful to do so.
The Company assumes no responsibility in the event that there is a
violation by any person of such restrictions.
This Announcement does not constitute and may not constitute and
may not be construed as a recommendation regarding the issue or the
provision of investment advice by any party. No information set out
in this Announcement is intended to form the basis of any contract
of sale, investment decision or any decision to purchase
securities. Potential investors should consult a professional
advisor as to the suitability of an investment in the securities
for the person concerned.
The value of Ordinary Shares and the income from them is not
guaranteed and can fall as well as rise due to stock market and
currency movements. When you sell your investment you may get back
less than you originally invested. Figures refer to past
performance and past performance is not a reliable indicator of
future results. Returns may increase or decrease as a result of
currency fluctuations. Capital is at risk and investors need to
understand the risks of investing. Please refer to the Prospectus
for further information, in particular the "Risk Factors"
section.
This Announcement may not be published, distributed, released or
transmitted by any means or media, directly or indirectly, in whole
or in part, in or into the United States. This Announcement does
not constitute an offer to sell, or a solicitation of an offer to
buy, securities in the United States. The securities mentioned
herein have not been, and will not be, registered under the U.S.
Securities Act of 1933, as amended (the "US Securities Act") or
with any securities regulatory authority of any state or other
jurisdiction of the United States and will not be offered, sold,
exercised, resold, transferred or delivered, directly or
indirectly, in or into the United States or to, or for the account
or benefit of, any US person (as defined under Regulation S under
the US Securities Act) unless registered under the US Securities
Act or offered in a transaction exempt from, or not subject to, the
registration requirements of the US Securities Act. There will be
no public offer of the shares in the United States. The Company has
not been, and will not be, registered under the U.S. Investment
Company Act of 1940, as amended.
Neither this Announcement nor any copy of it may be: (i) taken
or transmitted into or distributed in Canada, Australia, Japan or
the Republic of South Africa or to any resident thereof, or (ii)
taken or transmitted into or distributed in Japan or to any
resident thereof, or (iii) any other jurisdiction where to do so
might constitute a violation of the relevant laws or regulations of
such jurisdiction. Any failure to comply with these restrictions
may constitute a violation of the securities laws or the laws of
any such jurisdiction. The distribution of this Announcement in
other jurisdictions may be restricted by law and the persons into
whose possession this Announcement comes should inform themselves
about, and observe, any such restrictions.
This Announcement may include "forward-looking statements". All
statements other than statements of historical facts included in
this Announcement, including, without limitation, those regarding
the Company's investment strategy, plans, objectives and target
returns 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
expressed in, or implied by, the statements. These factors include
but are not limited to those described in the formal prospectus.
These forward-looking statements speak only as at the date of this
Announcement. The Company expressly disclaims any obligation or
undertaking to update or revise any forward-looking statements
contained herein to reflect actual results or any change in the
assumptions, conditions or circumstances on which any such
statements are based unless required to do so by the Financial
Services and Markets Act 2000, the Prospectus Rules of the
Financial Conduct Authority or other applicable laws, regulations
or rules.
Stifel is acting only for the Company as financial adviser, sole
bookrunner and placing agent in connection with the matters
described in this Announcement and is not acting for or advising
any other person, or treating any other person as its client in
relation thereto and will not be responsible for providing the
regulatory protection afforded to the duties of Stifel or advice to
any other person in relation to the matters contained herein. Such
persons should seek their own independent legal, investment and tax
advice as they see fit.
Goodbody is acting as placing agent for the Company, Goodbody is
acting exclusively for the Company.
Neither Stifel or Goodbody nor any of their directors, officers,
employees, advisers, affiliates or agents accepts any
responsibility or liability whatsoever for/or makes any
representation or warranty, express or implied as to the truth,
accuracy or completeness of the information in this announcement
(or whether any information has been omitted from the announcement)
or any other information relating to the Company or its
subsidiaries, whether written, oral or in a visual or electronic
form, and howsoever transmitted or made available or for any loss
howsoever arising from any use of the announcement or its contents
or otherwise arising in connection therewith.
Information to Distributors
Solely for the purposes of the product governance requirements
contained within: (a) EU Directive 2014/65/EU on markets in
financial instruments, as amended ("MiFID II"); (b) Articles 9 and
10 of Commission Delegated Directive (EU) 2017/593 supplementing
MiFID II; and (c) local implementing measures (together, the "MiFID
II Product Governance Requirements"), and disclaiming all and any
liability, whether arising in tort, contract or otherwise, which
any "manufacturer" (for the purposes of the MiFID II Product
Governance Requirements) may otherwise have with respect thereto,
the New Ordinary Shares have been subject to a product approval
process, which has determined that the New Ordinary Shares are: (i)
compatible with an end target market of retail investors and
investors who meet the criteria of professional clients and
eligible counterparties, each as defined in MiFID II; and (ii)
eligible for distribution to retail investors through advised sales
only and to professional clients and eligible counterparties
through all distribution channels as are permitted by MiFID II (the
"Target Market Assessment").
Notwithstanding the Target Market Assessment, distributors
should note that: the price of the New Ordinary Shares may decline
and investors could lose all or part of their investment; the New
Ordinary Shares offer no guaranteed income and no capital
protection; and an investment in the New Ordinary Shares is
compatible only with investors who do not need a guaranteed income
or capital protection, who (either alone or in conjunction with an
appropriate financial or other adviser) are capable of evaluating
the merits and risks of such an investment and who have sufficient
resources to be able to bear any losses that may result therefrom.
The Target Market Assessment is without prejudice to the
requirements of any contractual, legal or regulatory selling
restrictions in relation to the Initial Issue, Issue and the Share
Issuance Programme.
For the avoidance of doubt, the Target Market Assessment does
not constitute: (a) an assessment of suitability or appropriateness
for the purposes of MiFID II; or (b) a recommendation to any
investor or group of investors to invest in, or purchase, or take
any other action whatsoever with respect to the New Ordinary
Shares.
Each distributor is responsible for undertaking its own Target
Market Assessment in respect of the New Ordinary Shares and
determining appropriate distribution channels.
Marketing disclosures pursuant to AIFMD (as defined below)
The Company is an externally managed alternative investment fund
and has appointed the AIFM as its alternative investment fund
manager
Pursuant to Article 23 of AIFMD and the Alternative Investment
Fund Managers Regulations 2013 (No. 1173/2013) and the Investment
Funds Sourcebook of the FCA (the "UK AIFMD Rules"), the AIFM is
required to make available to persons in the European Union who are
invited to and who choose to participate in the Issue, by making an
oral or written offer to subscribe for New Ordinary Shares,
including any individuals, funds or others on whose behalf a
commitment to subscribe for New Ordinary Shares is given (the
"Subscribers") certain information (the "Article 23 Disclosures").
For the purposes of the Issue, the AIFM has made the Article 23
Disclosures available to Subscribers in the 'Investor - Shareholder
Information' section of the Company's website at:
www.supermarketincomereit.com.
PRIIPS (as defined below)
In accordance with the Regulation (EU) No 1286/2014 of the
European Parliament and of the Council of 26 November 2014 on key
information documents for packaged retail and insurance-based
investment products ("PRIIPs") and its implementing and delegated
acts (the "PRIIPs Regulation"), the AIFM has prepared a key
information document (the "KID") in respect of the Ordinary Shares.
The KID is made available by the AIFM to "retail investors" prior
to them making an investment decision in respect of the Ordinary
Shares at www.supermarketincomereit.com.
If you are distributing Ordinary Shares, it is your
responsibility to ensure that the KID is provided to any clients
that are "retail clients".
The Company is the only manufacturer of the Ordinary Shares for
the purposes of the PRIIPs Regulation and none of Stifel, Goodbody
or the AIFM are manufacturers for these purposes. None of Stifel,
Goodbody or the AIFM makes any representations, express or implied,
or accepts any responsibility whatsoever for the contents of the
KID prepared by the Company nor accepts any responsibility to
update the contents of the KID in accordance with the PRIIPs
Regulation, to undertake any review processes in relation thereto
or to provide the KID to future distributors of Shares. Each of
Stifel, Goodbody the AIFM and their respective affiliates
accordingly disclaim all and any liability whether arising in tort
or contract or otherwise which it or they might have in respect of
the key information documents prepared by the Company. Investors
should note that the procedure for calculating the risks, costs and
potential returns in the KID are prescribed by laws. The figures in
the KID may not reflect actual returns for the Company and
anticipated performance returns cannot be guaranteed.
Definitions
In addition to the terms previously defined, the following
definitions apply throughout this Announcement unless the context
otherwise requires:
"Admission" means the admission of the New Ordinary Shares to
trading on the SFS becoming effective in accordance with,
respectively, the Listing Rules and the Admission and Disclosure
Standards;
"Admission and Disclosure Standards" means the requirements
contained in the publication "Admission and Disclosure Standards"
issued by the London Stock Exchange (as amended from time to time)
containing, inter alia, the admission requirements to be observed
by companies seeking admission to trading on the London Stock
Exchange's market for listed securities;
"AIFM" means JTC Global AIFM Solutions Limited who was appointed
with effect from IPO as AIFM to the Company;
"Announcement" means this announcement relating to the Issue and
Share Issuance Programme;
"Board" means the board of directors of the Company;
"Company" means Supermarket Income REIT plc (with registered
number 10799126) whose registered office is at 7th Floor, 9
Berkeley Street, London W1J 8DW or any wholly owned (direct or
indirect) subsidiary of the Company;
"CREST" means the relevant system (as defined in the CREST
Regulations) in respect of which Euroclear UK & Ireland Limited
is the Operator (as defined in the CREST Regulations);
"CREST Regulations" means the Uncertificated Securities
Regulations 2001 (SI 2001/3755) as amended from time to time;
"Directors" means the directors of the Company as at the date of
this Announcement;
"Existing Ordinary Shares" means the number of existing Ordinary
Shares currently in issue at the date of this Announcement;
"Goodbody" means Goodbody Stockbrokers UC; registered in Ireland
whose registered office is at Ballsbridge Park, Ballsbridge, Dublin
4. Goodbody is regulated in Ireland by the Central Bank of Ireland
and in the UK, is authorised and subject to limited regulation by
the Financial Conduct Authority;
"Gross Issue Proceeds" means the gross proceeds of the
Issue;
"Investment Adviser" means Atrato Capital Limited, incorporated
and registered in England and Wales under company number 10532978,
the registered office of which is at 33 Wigmore Street, London W1U
8DW;
"IPO" means the admission of the Ordinary Shares to trading on
the Specialist Fund Segment on 21 July 2017 raising GBP100 million
of gross proceeds;
"Initial Issue" means the placing and offer for subscription of
Ordinary Shares on 25 May 2018 on the terms of the Initial
Securities Note and Initial Summary;
"Initial Securities Note" means the securities note published in
connection with the Initial Issue;
"Initial Summary" means the summary published in connected with
the Initial Issue;
"Issue" means the Placing and the Offer for Subscription;
"Issue Price" means 101 pence per New Ordinary Share, being the
price at which each New Ordinary Share is to be issued pursuant to
the Issue;
"Listing Rules" means the rules and regulations made by the FCA
pursuant to Part VI FSMA, as amended from time to time;
"London Stock Exchange" means London Stock Exchange plc;
"Net Asset Value" or "NAV" means the aggregate value of the
assets of the Company after deduction of all liabilities,
determined in accordance with the accounting policies of the
Company from time to time;
"Net Issue Proceeds" means the Gross Issue Proceeds less
applicable fees and expenses of the Issue;
"New Ordinary Shares" means the Ordinary Shares to be issued
pursuant to the Issue;
"Offer for Subscription" means the offer for subscription of New
Ordinary Shares at the Issue Price on the terms set out in the
Securities Note;
"Ordinary Shares" means the ordinary shares of GBP0.01 each in
the capital of the Company;
"Pipeline" means the further three investment opportunities on
which the Investment Adviser has started due diligence, which it
believes will meet the Company's stringent acquisition criteria and
could be acquired in a relatively short time frame;
"Placing" means the proposed conditional placing of the New
Ordinary Shares by Stifel and Goodbody, on behalf of the
Company;
"Placing Agreement" means the placing agreement between the
Company, the Directors and Stifel dated 25 April 2018;
"Portfolio" means the six supermarket real estate assets
acquired by the Company since the IPO;
"Prospectus" means collectively the Summary, Registration
Document and Securities Note;
"Registration Document" means the registration document dated 25
April 2018 approved by the FCA, as amended;
"REIT" means a company or group to which Part 12 CTA 2010 applies;
"Regulatory Information Service" means any channel recognised as
a channel for the dissemination of regulatory information by listed
companies as defined in the Listing Rules;
"RPI" means the UK retail prices index, as calculated and
published by the Office for National Statistics on a monthly basis
that measures the change in the cost of a fixed basket of retail
goods;
"Securities Note" means the securities note to be issued by the
Company in respect of the New Ordinary Shares made available
pursuant to the Issue and approved by the FCA;
"Shareholder" means a holder of an Ordinary Share (together
"Shareholders");
"Share Issuance Programme" means the share issuance programme
implemented by the Company with effect from 25 April 2018;
"SFS" or "Specialist Fund Segment" means the Specialist Fund
Segment of the Main Market of London Stock Exchange;
"Stifel" means Stifel Nicolaus Europe Limited, registered in
England and Wales with company number 04373759, whose registered
office is at 150 Cheapside, London EC2V 6ET;
"Summary" means the summary document to be issued by the Company
pursuant to the Registration Document and the Securities Note and
approved by the FCA; and
"Target Assets" means the two acquisition opportunities in
advanced due diligence, valued at approximately GBP100 million;
"Tranche" means a tranche of Ordinary Shares issued under the
Share Issuance Programme (together "Tranches");
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
IOELFFIIVFILLIA
(END) Dow Jones Newswires
March 12, 2019 03:01 ET (07:01 GMT)
Supermarket Income Reit (LSE:SUPR)
Historical Stock Chart
From Apr 2024 to May 2024
Supermarket Income Reit (LSE:SUPR)
Historical Stock Chart
From May 2023 to May 2024