Eurocastle announces intention to increase size of offer of new ordinary shares
(Thomson Reuters ONE) -
EUROCASTLE INVESTMENT LIMITED
FOR IMMEDIATE RELEASE
Contact:
International Administration Group (Guernsey) Limited
Company Administrator
Attn: Mark Woodall
Tel: +44 1481 723450
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR TO U.S. , AUSTRALIAN, CANADIAN
OR JAPANESE PERSONS OR TO ANY OTHER JURISDICTION OR PERSONS WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.
Eurocastle announces intention to increase size of offer of new ordinary shares
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Guernsey 21 May 2013
Eurocastle Investment Limited (the "Company") announces today that it is
increasing the number of new ordinary shares that are being offered in its
institutional offering that was launched on 15 May 2013 (the "Offer"). The
Company had previously announced that it did not intend to issue more than
10,000,000 new ordinary shares at a price below ?10 per share in the six-month
period following the recent conversion of all of the Company's outstanding
convertible securities*. Taking into account initial feedback from potential
investors contacted as part of the Offer, however, the Board of Directors of the
Company have concluded that it would be in the best interests of the Company to
increase the number of shares available in the Offer to 15,000,000.
Further details of the Offer are contained in the Prospectus published on 15 May
2013 which will be supplemented by a supplementary prospectus (the
"Supplementary Prospectus") containing details of the revised Offer statistics
and to be published in due course subject to regulatory approval. A further
announcement will be made once the Supplementary Prospectus has been published.
The net proceeds of the Offer will be used by the Company to pursue new
investment opportunities in the Italian real estate and debt markets in line
with the Company's new investment focus.
The Company has engaged Credit Suisse Securities (Europe) Limited ("Credit
Suisse") to act as the sole bookrunner (the "Sole Bookrunner") in relation to
the Offer.
* The number of shares and price per share have been adjusted to take into
account the 200:1 share consolidation that was effective on 8 May 2013.
The price of the Offer Shares (the "Offer Price") will be determined by an
institutional bookbuilding process. Following completion of this process, the
definitive number of new ordinary shares to be issued (the "Offer Shares") and
the Offer Price will be set by the Sole Bookrunner in consultation with the
Company, having regard to the outcome of the bookbuilding process.
Copies of the Prospectus are available, and copies of the Supplementary
Prospectus will be available, from the Company's registered office and on its
website www.eurocastleinv.com. In addition, an announcement containing details
of the Offer Price will be made, once the Offer Price has been determined, and
this will also be available on the Company's website.
About Eurocastle
Eurocastle Investment Limited is an investment company which primarily owns and
manages German commercial real estate assets. The Company is Euro denominated
and is listed on Euronext Amsterdam under the symbol "ECT." Eurocastle is
managed by an affiliate of Fortress Investment Group LLC, a leading global
alternative asset manager. For more information regarding Eurocastle Investment
Limited and to be added to our email distribution list, please visit
www.eurocastleinv.com.
For further information please contact:
International Administration Group (Guernsey) Limited
Company Administrator and Secretary
Attn: Mark Woodall
Tel: +44 14 8172 3450
This announcement is an advertisement and not a prospectus and does not
constitute or form part of any offer or invitation to sell or issue, or any
solicitation of any offer to purchase or subscribe for, sell, otherwise dispose
of or issue any Offer Shares or any other securities, 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 commitment or investment decision in relation
thereto nor does it constitute a recommendation regarding the securities of the
Company. Investors should not subscribe for or purchase shares referred to in
this announcement except on the basis of information in the Prospectus and the
Supplementary Prospectus. No public offer is being made in respect of the Offer
Shares. In any member state that has implemented the Prospectus Directive, the
Offer will only be made to, and will only be directed at, qualified investors in
that member state within the meaning of the Prospectus Directive or otherwise so
that there is no offer to the public in that member state.
Application will be made for all of the Offer Shares to be admitted to listing
on NYSE Euronext in Amsterdam. The Company, NYSE Euronext in Amsterdam and the
Listing Agent do not accept any responsibility or liability with respect to any
person as a result of the withdrawal of the listing or the (related) annulment
of any transaction in Shares on NYSE Euronext in Amsterdam.
Credit Suisse, which is authorised and regulated in the United Kingdom by the
Financial Conduct Authority, is acting as Sole Bookrunner to the Company in
connection with the Offer. Credit Suisse are acting exclusively for the Company
and for no one else in connection with the Offer and will not be responsible to
anyone other than the Company for providing the protections afforded to clients
of Credit Suisse nor for giving advice in relation to the Offer, the contents of
the Prospectus, the Supplementary Prospectus or any other matter related
thereto.
Prospective investors are required to make their own independent investigation
and appraisal of the business and financial condition of the Company and neither
the Company, Credit Suisse or any other person has authorised an third party to
make such a recommendation. This document does not constitute a recommendation
to participate in the Offer. Each investor should consult with his or her own
advisers as to the legal, tax, business, financial and related aspects of a
purchase of the Offer Shares.
Neither this announcement nor the Prospectus nor the Supplementary Prospectus
constitute an offer to sell, or the solicitation of an offer to subscribe for or
acquire Shares in the United States or in any other jurisdiction or in which
such offer or solicitation is unlawful or would impose any unfulfilled
registration, qualification, publication or approval requirements on the Company
or the Advisers, and, in particular, are not for release, publication or
distribution in the United States, Australia, Canada or Japan or to U.S.,
Australian, Canadian or Japanese persons. The Offer Shares may not be offered or
sold in the United States absent an exemption from registration under the
Securities Act of 1933, as amended (the "Securities Act"). The Offer Shares have
not been and will not be registered under the Securities Act or any other
applicable law of the United States, or under the applicable securities laws of
Australia, Canada or Japan. Therefore, there will be no public offer of the
Offer Shares in the United States. The Company will not be registered under the
U.S. Investment Company Act of 1940, as amended, and investors will not be
entitled to the benefits of such act.
Subject to certain exceptions, the Offer Shares may not be offered or sold in
the United States, Australia, Canada or Japan or to, or for the account or
benefit of, any U.S. person, or any national, resident or citizen of Australia,
Canada or Japan.
Neither the content of Eurocastle's website (or any other website) nor the
content of any website accessible from hyperlinks on Eurocastle's website (or
any other website) is incorporated into this announcement.
Forward looking statements
Some of the statements contained in this announcement may include forward-
looking statements which reflect Eurocastle's or, as appropriate, the Directors'
current views with respect to future events and financial performance.
Statements which include the words "targets", "expects", "assumes", "believe",
"intend", "plan", "project", "anticipate", "would" and similar statements of a
future or forward-looking nature identify forward-looking statements for the
purposes of the US federal securities laws or otherwise.
All forward-looking statements address matters that involve risks and
uncertainties. Accordingly, there are or will be important factors that could
cause Eurocastle's actual results to differ materially from those indicated in
these statements. These forward-looking statements speak only as at the date of
this announcement. Undue reliance should not be placed on the forward-looking
statements in this press release, which are based on information available to
Eurocastle as of the date hereof. The financial information included in this
press release reflects Eurocastle's current preliminary estimates, is subject to
the completion of the Company's year end financial review process and is subject
to change. Subject to any continuing obligations under the Listing Rules and the
Disclosure and Transparency Rules, Eurocastle undertakes no obligation publicly
to update or review any forward-looking statement contained in this
announcement, whether as a result of new information, future developments or
otherwise.
Credit Suisse and its respective affiliates expressly disclaims any obligation
or undertaking to update, review or revise any forward-looking statement
contained in this announcement whether as a result of new information, future
developments or otherwise.
This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Eurocastle Investment Limited via Thomson Reuters ONE
[HUG#1703535]
Unternehmensinformation / Kurzprofil:
Datum: 21.05.2013 - 21:08 Uhr
Sprache: Deutsch
News-ID 262282
Anzahl Zeichen: 11477
contact information:
Town:
St Peter Port
Kategorie:
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