TIDMPRSR
RNS Number : 4296N
PRS REIT PLC (The)
29 September 2021
THIS ANNOUNCEMENT (THE "ANNOUNCEMENT") AND THE INFORMATION
CONTAINED IN IT IS NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION,
DIRECTLY OR INDIRECTLY, IN OR TO THE UNITED STATES, AUSTRALIA,
CANADA, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY MEMBER STATE OF
THE EEA (OTHER THAN THE UNITED KINGDOM) OR ANY OTHER JURISDICTION
IN WHICH THE PUBLICATION, DISTRIBUTION OR RELEASE OF THIS
ANNOUNCEMENT WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN
OFFER OF SECURITIES IN ANY JURISDICTION IN WHICH SUCH OFFER,
SOLICITATION OR SALE WOULD BE UNLAWFUL UNDER THE SECURITIES LAWS OF
ANY SUCH JURISDICTION
THIS ANNOUNCEMENT HAS BEEN DETERMINED TO CONTAIN INSIDE
INFORMATION. UPON PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE
INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
29 September 2021
PRSR.L
The PRS REIT plc
("The PRS REIT" or the "Company")
Result of Placing and PrimaryBid Offer
Further to the Company's announcements on 27 September 2021, the
Board of The PRS REIT, the closed-ended real estate investment
trust that invests in high-quality, new build, family homes for the
private rented sector ("PRS"), announces that it is has raised
gross proceeds of c.GBP55.6 million pursuant to the Placing and the
PrimaryBid Offer.
A total of 53,232,575 Placing Shares (c.GBP54.8 million) in the
Company have been conditionally placed by Singer Capital Markets
Securities Limited ("Singer Capital Markets") and Panmure Gordon
(UK) Limited ("Panmure Gordon") (together the "Joint Bookrunners")
with new and existing investors at an Issue Price of 103 pence per
Ordinary Share. In addition, a total of 741,589 PrimaryBid Shares
(c.GBP0.8 million) in the Company have been conditionally placed by
PrimaryBid at the Issue Price.
Applications have been made for a total of 53,974,164 New
Ordinary Shares to be admitted to the premium listing segment of
the Official List and to trading on the London Stock Exchange's
main market for listed securities ("Admission"). It is expected
that Admission will take place at 8.00 a.m. on 4 October 2021 and
that dealings in the new Ordinary Shares will commence at the same
time. The Ordinary Shares will, when issued, be credited as fully
paid and will rank pari passu in all respects with the existing
issued Ordinary Shares including the right to receive all dividends
and other distributions declared, made or paid after their date of
issue.
Following Admission, the total issued share capital of the
Company will be 549,251,458 Ordinary Shares. The Company does not
hold any Ordinary Shares in treasury. Therefore the total number of
voting rights in the Company will be 549,251,458 and this figure
may be used by Shareholders as the denominator for the calculations
by which they will determine if they are required to notify their
interest in, or a change in their interest in, the share capital of
the Company under the FCA's Disclosure Guidance and Transparency
Rules.
Unless otherwise defined herein, capitalised terms in this
announcement shall have the meaning given to them in the Proposed
Equity Raise and PrimaryBid Offer announcements of the Company
dated 27 September 2021.
- Ends -
For further information, please contact:
The PRS REIT plc Tel: 020 3178 6378
Steve Smith, Non-executive Chairman (c/o KTZ Communications)
Sigma PRS Management Limited Tel: 0333 999 9926
Graham Barnet, Mike McGill
Singer Capital Markets Securities Limited Tel: 020 7496 3000
James Maxwell, Hannah Woodley, Asha Chotai
(Investment Banking)
Alan Geeves, James Waterlow, Sam Greatrex
(Sales)
Panmure Gordon (UK) Limited Tel: 020 7886 2500
Chloe Ponsonby (Corporate Broking), Alex Collins
(Corporate Finance)
Tom Scrivens (Sales)
G10 Capital Limited (part of the IQEQ Group Tel: 020 3745 2826
as AIFM)
Paul Turner
KTZ Communications Tel: 020 3178 6378
Katie Tzouliadis, Dan Mahoney
NOTES TO EDITORS
About The PRS REIT plc
www.theprsreit.com
The PRS REIT plc is a closed-ended real estate investment trust
established to invest in the Private Rented Sector and to provide
shareholders with an attractive level of income together with the
potential for capital and income growth. The Company is investing
c.GBP1bn in a portfolio of high quality homes for private rental
across the regions, having raised a total of GBP0.5bn (gross)
through its Initial Public Offering, on 31 May 2017, and a
subsequent placing in February 2018. Both fundraisings were
supported by the UK Government's Homes England with direct
investments. On 2 March 2021, the Company transferred its entire
issued share capital to the premium listing segment of the Official
List of the FCA and to the London Stock Exchange's premium segment
of the Main Market. On 16 July 2021, the Company announced the
completion of the 4,000(th) new rental home for its portfolio,
which the Company believes is the largest build-to-rent single
family rental portfolio in the UK.
LEI: 21380037Q91HU97WZX58
About Sigma Capital Group plc
www.sigmacapital.co.uk
Sigma Capital Group plc ("Sigma") is a PRS, residential
development, and urban regeneration specialist, with offices in
Edinburgh, Manchester and London. Sigma's principal focus is on the
delivery of large scale housing schemes for the private rented
sector. The Company has a well-established track record in
assisting with property related regeneration projects in the public
sector, acting as a bridge between the public and private
sectors.
Sigma has created an unrivalled property platform, which sources
sites and brings together construction resource to develop them,
enabling Sigma to deliver an integrated solution to partners. As
well as sourcing sites and managing all stages of the planning and
development process, Sigma also manages the rental of completed
homes through its award winning rental brand 'Simple Life'. The
Company's subsidiary, Sigma PRS Management Limited, is Investment
Adviser to The PRS REIT plc.
About Sigma PRS Management Limited
Sigma PRS Management Limited is a wholly-owned subsidiary of
Sigma Capital Group plc and is Investment Adviser to The PRS REIT
plc. It sources investments and operationally manages the assets of
The PRS REIT plc and advises the Alternative Investment Fund
Manager ("AIFM") and The PRS REIT plc on a day-to-day basis in
accordance with The PRS REIT plc's Investment Policy. The AIFM is
G10 Capital Limited. Sigma PRS Management Ltd is an appointed
representative of G10 Capital Limited, which is authorised and
regulated by the Financial Conduct Authority (FRN:648953).
IMPORTANT NOTICE
The information contained within this announcement is deemed by
the Company to contain inside information for the purposes of
Article 7 Market Abuse Regulation (EU) No. 596/2014 ("MAR") which
is part of UK law by virtue of the European Union (Withdrawal) Act
2018 as amended. Upon the publication of this announcement via a
Regulatory Information Service, this inside information is now
considered to be in the public domain for the purposes of MAR.
The information contained in this announcement is for
information purposes only and does not purport to be full or
complete. No reliance may be placed for any purpose on the
information contained in this announcement or its accuracy,
fairness or completeness.
This announcement does not contain or constitute an offer for
sale or the solicitation of an offer to purchase securities in the
United States. The New Ordinary Shares have not been and will not
be registered under the US Securities Act of 1933, as amended (the
"Securities Act") or under any securities laws of any state or
other jurisdiction of the United States and may not be offered,
sold, taken up, exercised, resold, renounced, transferred or
delivered, directly or indirectly, within the United States except
pursuant to an applicable exemption from or in a transaction not
subject to the registration requirements of the Securities Act and
in compliance with any applicable securities laws of any state or
other jurisdiction of the United States. There will be no public
offer of the New Ordinary Shares in the United States.
This announcement and the information contained herein is not
for release, publication or distribution, directly or indirectly,
in whole or in part, in, into or within Australia, Canada, New
Zealand, Japan, South Africa or any other jurisdiction where to do
so might constitute a violation of the relevant laws or regulations
of such jurisdiction. This announcement has not been approved by
the London Stock Exchange.
This announcement is for information purposes only and is not
intended to and does not contain or constitute or form part of any
offer or any solicitation to purchase or subscribe for securities
in Australia, Canada, New Zealand, Japan, South Africa or any other
state or jurisdiction in which such offer or solicitation is not
authorised or to any person to whom it is unlawful to make such
offer or solicitation. Any failure to comply with these
restrictions may constitute a violation of the securities laws of
such jurisdictions.
This announcement is not a prospectus and does not constitute or
form a part of, and should not be construed as, any offer to sell
or issue, or a solicitation of any offer to purchase or otherwise
acquire, any securities in the company or securities in any other
entity, 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, any contract or investment decision whatsoever, in
any jurisdiction. This announcement does not constitute a
recommendation regarding any securities.
This announcement has been issued by, and is the sole
responsibility of, the Company. No undertaking, representation,
warranty or other assurance, express or implied, is made or given
by or on behalf of the Company or any member of the Company's
group, Sigma PRS Management Limited, either of the Joint
Bookrunners or any of their respective directors, officers,
partners, employees, agents or advisers or any other person as to
the accuracy or completeness of the information or opinions
contained in this announcement and no responsibility or liability
is accepted by any of them for any such information or opinions or
for any errors, omissions or misstatements, negligence or otherwise
in this announcement.
In the case of any New Ordinary Shares being offered to a
financial intermediary as that term is used in Article 5(1) of the
UK Prospectus Regulation, such financial intermediary will also be
deemed to have represented, acknowledged and agreed that the New
Ordinary Shares acquired by it in the Placing have not been
acquired on a non-discretionary basis on behalf of, nor have they
been acquired with a view to their offer or resale to, persons in
circumstances which may give rise to an offer of any New Ordinary
Shares to the public other than their offer or resale in the UK or
a relevant member state to qualified investors within the meaning
of Article 2(e) of the UK Prospectus Regulation or Article 2(e) of
the EU Prospectus Regulation (as applicable) or in circumstances in
which the prior consent of the Company or the Joint Bookrunners has
been obtained to each such proposed offer or resale. Each of the
Company and the Joint Bookrunners and their respective affiliates
will rely on the truth and accuracy of the foregoing
representation, acknowledgement and agreement.
Singer Capital Markets, which is a member of the London Stock
Exchange, is authorised and regulated in the UK by the Financial
Conduct Authority ("FCA") and is acting as joint broker to the
Company. Singer Capital Markets is not acting for, and will not be
responsible to, any person other than the Company for providing the
protections afforded to its customers or for advising any other
person on the contents of this announcement or on any transaction
or arrangement referred to in this announcement. No representation
or warranty, express or implied, is made by Singer Capital Markets
as to, and no liability is accepted by Singer Capital Markets in
respect of, any of the contents of this announcement.
Panmure Gordon is authorised and regulated in the UK by the FCA
and is acting as joint broker to the Company. Panmure Gordon is not
acting for, and will not be responsible to, any person other than
the Company for providing the protections afforded to its customers
or for advising any other person on the contents of this
announcement or on any transaction or arrangement referred to in
this announcement. No representation or warranty, express or
implied, is made by Panmure Gordon as to, and no liability is
accepted by Panmure Gordon in respect of, any of the contents of
this announcement.
The information in this announcement may not be forwarded or
distributed to any other person and may not be reproduced in any
manner whatsoever. Any forwarding, distribution, reproduction, or
disclosure of this information in whole or in part is unauthorised.
Failure to comply with this directive may result in a violation of
applicable securities laws and regulations of other
jurisdictions.
This announcement contains (or may contain) certain
forward-looking statements with respect to certain of the Company's
current expectations and projections about future events and the
Company's future financial condition and performance. These
statements, which sometimes use words such as "aim", "anticipate",
"believe", "may", "will", "should", "intend", "plan", "assume",
"estimate", "expect' (or the negative thereof) and words of similar
meaning, reflect the current beliefs and expectations of the
directors of the Company and/or the Manager and involve known and
unknown risks, uncertainties and assumptions, many of which are
outside the Company's control and difficult to predict, that could
cause actual results and performance to differ materially from any
expected future results or performance expressed or implied by the
forward-looking statement.
The information contained in this announcement speaks only as of
the date of this announcement and is subject to change without
notice and the Company does not assume any responsibility or
obligation to, and does not intend to, update or revise publicly or
review any of the information contained to this announcement,
whether as a result of new information, future events or otherwise,
except to the extent required by the FCA, the London Stock Exchange
or by applicable law. These forward-looking statements reflect the
Company's judgment at the date of this announcement and are not
intended to give any assurance as to future results.
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END
ROIDZGZLDLVGMZM
(END) Dow Jones Newswires
September 29, 2021 10:47 ET (14:47 GMT)
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