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- New Issue: GlobalWatt, Inc.
Prior to its admission to AIM, the Company will not have carried on any trading. It is the Company's intention to pursue acquisitions of one or more operating companies in one or more countries engaged in the manufacture of semiconductor and/or solar cell manufacturing equipment, infrastructure and associated technology and optimizing their product offerings for expansion into the rapidly growing photovoltaic market.
The Company expects to be an active investor and will seek, to the extent permitted by all applicable laws, to acquire either the entirety or a majority of any business in the Company's target industry. The Company may effect more than one acquisition or investment and will only complete its first acquisition or investment in which the target entity has a transaction value of at least $45,000,000 and at least $25,000,000 on any acquisition or investment thereafter.
Although the Company does not currently have any definitive agreement or arrangement to acquire a business, it has identified and entered into a non-binding letter of intent with a potential target business.
Due diligence on potential target businesses will be carried out by the management of the Company assisted by such other professional advisers as are deemed necessary by the management at the relevant time.
The Directors and the executive officers, Dr. Sudhanshu Varma and Dr. Raye Thomas, form the management team of the Company. The management team has extensive experience in identifying and executing investment in and acquisitions of businesses that rely upon semiconductors, particularly as utilised in the photovoltaic industry. The Company believes that the skills and expertise of these individuals, their collective access to acquisition opportunities and ideas, their contacts and their transaction expertise should enable them to successfully identify and effect one or more acquisitions.
If the Company does not complete an acquisition or investment by the date which is 18 months from the AIM admission date, the Company will enter into a liquidation proceeding which will result in the distribution to shareholders of all amounts held in the trust fund.
Fri, 09 Feb 2007 09:39:34 +0000
- New Issue: JSC Sitronics
Sitronics is a leading telecom and technology player in the Russian Federation and the CIS.
Fri, 09 Feb 2007 09:39:15 +0000
- New Issue: Redknee Solutions Inc.
The Company markets, develops and licences infrastructure software and provides related professional services for mobile communications service providers internationally. The Company's core products and services provide solutions for monetizing the value of events and transactions in mobile communications networks on a real-time basis and for personalizing communications service offerings for mobile subscribers. The Company's solutions help a number of the world's leading mobile communications service providers to price and charge for enhanced services and multi-media content while managing subscribers' preferences and privacy.
The Company's solutions enable mobile communications service providers to segment their subscriber base, create bundles of voice, data and content services and price such services based on their value and context and also enable new network-based value added service ('VAS') offerings, thereby extending the service providers' offerings and business capabilities.
Thirty customers, which include some of the world's leading mobile network operators, have licensed the Company's software products to deliver VAS and enable the delivery of content on networks across more than 20 countries.
Fri, 09 Feb 2007 09:38:33 +0000
- Chagala Group Ltd - Offer Price Range
RNS Number:9913Q
Chagala Group Limited09 February 2007
THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE
UNITED STATES, CANADA, AUSTRALIA OR JAPAN
This announcement is an advertisement and not a prospectus. Investors should notpurchase or subscribe for any transferable securities referred to in thisannouncement except on the basis of information in the prospectus which isexpected to be published by Chagala Group Limited in due course in connectionwith the Offering. Copies of the prospectus, following publication, will beavailable from Chagala Group Limited's registered office.9 February 2007 Chagala Group Limited Announcement of Indicative Offer Price Range of US$7.75 to US$9.75 per GDR
Chagala Group Limited ("Chagala" or "the Company"), the leading real estatedeveloper in Western Kazakhstan, today announces the indicative price range forthe Offer of its Shares in the form of global depositary receipts (the "GDRs").
This follows the announcement of Chagala's intention to float on the main marketof the London Stock Exchange, made on 30 January 2007. The pathfinder prospectusin relation to the Offer will be made available to institutional investors andbookbuilding will commence today.
Summary of the Offer* Indicative price range of US$7.75 to US$9.75 per GDR, which implies a market capitalisation range of approximately US$165 million to US$207 million.* The Offer is expected to consist of the sale of up to 42,800,000 Ordinary Shares in the form of up to 10,700,000 global depositary receipts (the "GDRs"), representing approximately 50% of the Company's issued share capital, implying a total Offer size range of approximately US$83 million to US$105 million.* The offering includes an over-allotment option, granted by the selling shareholders to ING Bank, as sole Bookrunner, and exercisable for a period of up to 30 days from the announcement of the offer price, to purchase up to 1,605,000 GDRs.* Chagala intends to apply for admission of the GDRs to the Official List of the UK Financial Services Authority and to trading on the London Stock Exchange's main market for listed securities.* Announcement of the final Offer price and commencement of conditional dealings is expected to take place at 9.00 a.m. on or around 21 February 2007.* Admission of the Shares to listing on the Official List of the Financial Services Authority and commencement of unconditional dealings on the main market for listed securities of the London Stock Exchange plc (together, "Admission") is expected to take place at 9.00 a.m. on or around 27 February 2007.* ING Bank N.V., London Branch is acting as Global Co-ordinator and Bookrunner to the Company in connection with the Offering.
Commenting on today's announcement, Tim Abson, Executive Chief Executive,
Chagala Group Limited, said:"We are delighted that Chagala is taking the next step towards becoming a listedcompany and look forward to commencing our roadshow today.
We consider the IPO process to be an important new chapter in the history of
Chagala and we will be well positioned to benefit as a listed company from theprojected growth of the Kazakhstan's property market." - ends -
For further information please visit www.chagalagroup.com or contact:
Chagala Group Limited +7 (3272) 54 35 01
Tim Abson +7 (3272) 54 35 01
Bell Pottinger Corporate & Financial 020 7861 3232
Peter Otero 020 7861 3864
Victoria Geoghegan 020 7861 3925
Summary Information on Chagala* Chagala, formed in 1994, is the leading real estate developer in West Kazakhstan exploiting real estate development opportunities related to the emerging offshore oil and gas industry in the region.* The first facility was opened in 1995 in the city of Atyrau on the Caspian Sea and, to date, Atyrau has been the prime area of activity.* The Company is expanding in centres of oil and gas operations in West Kazakhstan namely: Atyrau, the administrative centre for Kazakhstan's oil & gas industry, Bautino, the supply base for the off-shore oil industry; Aktau, a major Kazakh sea port with oil-loading facilities; and Uralsk, the regional centre connected with the Karachaganak gas field, one of the biggest gas condensate fields in the world.* The diversified property portfolio includes: a chain of three star hotels catering to businessmen working in the rapidly expanding energy sector, fully-serviced, high quality apartments, a range of stand alone food and beverage outlets, Office buildings complying with international standards and a sizeable portfolio of land in strategic locations for future development* The Directors believe that the Group has excellent growth prospects operating in an area with continuing strong growth in demand for, and prices of, property in West Kazakhstan* Chagala has a high name recognition in the region as a quality brand and has a record of achieving consistently high occupancy rates from its property portfolio* The Group has ownership of a sizeable, diverse and well-located land bank acquired at competitive prices with excellent development potential* The management has a long and successful track record of developing real estate projects in the region and established entrepreneurial culture.
Important Information
In this announcement, unless the context otherwise requires, references to "CH
Group" are to Chagala Hotels LLP and its subsidiaries before the reorganisationin September 2006 as a result of which Chagala Group Limited became the holdingcompany of the Group (the "Reorganisation"). Unless the context otherwiserequires "Group" means the CH Group before the Reorganisation and Chagala Group
Limited and its subsidiaries following the Reorganisation.
The contents of this announcement, which have been prepared by and are the soleresponsibility of Chagala have been approved solely for the purposes of Section21 (2) (b) of the Financial Services and Markets Act 2000 ("FSMA") by ING Bank
N.V., London Branch, 60 London Wall, London EC2M 5TQ ("ING").
ING is acting for Chagala in relation to the Offering and no one else and willnot be responsible to anyone other than Chagala for providing the protectionsafforded to clients of ING, nor for providing advice in relation to the
Offering, the contents of this announcement or any transaction or mattersreferred to herein.
This announcement is not for publication or distribution, directly orindirectly, in, into or from the United States of America, Canada, Australia or
Japan. This announcement does not constitute or form part of any offer orinvitation to sell or issue or any solicitation of any offer to purchase orsubscribe for any securities in any jurisdiction, nor shall it (or any part ofit) or the fact of its distribution form the basis of, or be relied upon inconnection with, or act as any inducement to enter into, any contract orcommitment thereof.
Recipients of this announcement who intend to purchase or subscribe for GDRs inthe Company following publication of the final prospectus are reminded that anysuch purchase or subscription must only be made solely on the basis of theinformation contained in the prospectus relating to the Company in its finalform.
The shares mentioned herein have not been, and will not be, registered under the
US Securities Act of 1933, as amended (the "Securities Act"), and may not beoffered or sold in the United States or to or for the account or benefit of USpersons (as such term is defined in Regulation S under the Securities Act)absent registration or an exemption from registration. No public offer of theshares is being made in the United States and the information contained hereindoes not constitute an offering of securities for sale in the United States,
Canada, Australia or Japan. No money, securities or other consideration is beingsolicited and, if sent in response to the information contained herein, will notbe accepted.
The distribution of the documents or other information contained herein and the
Offering may be restricted by law in certain jurisdictions. No action has beentaken by Chagala or ING that would permit an offer of any of the GDRs orpossession or distribution of any of the documents or other informationcontained herein or any other Offering or publicity material relating to the
GDRs in any jurisdiction where action for that purpose is required, other thanto certain investors in the United Kingdom. Persons into whose possession any ofthe documents or other information contained herein comes are required by
Chagala to inform themselves about and to observe any such restrictions. Anyfailure to comply with these restrictions may constitute a violation of thesecurities laws of any such jurisdiction.
Some of the statements made herein may include forward-looking statements whichreflect Chagala's or, as appropriate, its directors' current views with respectto financial performance and business strategy and plans and objectives ofmanagement for future operations (including development plans relating to the
Group's properties and services). These statements include forward-lookingstatements both with respect to the Group and the sectors and industries inwhich the Group operates.
All forward-looking statements address matters that involve risks anduncertainties. Accordingly, there are or will be important factors that couldcause the Group's actual results to differ materially from those indicated inthese statements. Any forward-looking statements in this document reflect
Chagala's current views with respect to future events and are subject to theseand other risks, uncertainties and assumptions relating to Group's operations,results of operations, growth strategy and liquidity.
Forward-looking statements may and often do differ materially from actualresults. These forward-looking statements speak only as of the date of thisannouncement. Subject to any obligations under the prospectus rules, listingrules and disclosure rules made by the Financial Services Authority under Part
VI of FSMA, and save as required by law, Chagala undertakes no obligation topublicly update or review any forward-looking statement, whether as a result ofnew information, future developments or otherwise. All subsequent written andoral forward-looking statements attributable to Chagala, or individuals actingon behalf of Chagala, are expressly qualified in their entirety by thisparagraph. This information is provided by RNS The company news service from the London Stock Exchange
END
MSCIFFELFLITIID
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Fri, 09 Feb 2007 07:02:38 +0000
- GeneMedix PLC - Delay in AIM Admission
RNS Number:9858Q
GeneMedix PLC08 February 2007 8 February 2007 GeneMedix Plc Delay of cancellation of listing on the Official List and Admission to AIM
GeneMedix plc ("GeneMedix" or "the Company"), the UK biopharmaceutical company listed on the London and Singapore Stock Exchanges, announces that, owing to a delay in satisfying completion requirements for the Proposal, it is now expected that the final day of trading of the Company's shares on the Official List will be 15 February 2007 and that the Admission to AIM and consolidation of the Company's ordinary shares will take place on 16 February 2007.
ENQUIRIES:
GeneMedix plc Tel: 01638 663320
Julian Attfield, Chief Executive Officer
Bankside Consultants Tel: 020 7367 8888
Susan Scott / Daniela Hale This information is provided by RNS The company news service from the London Stock Exchange
END
MSCDVLFBDLBXBBK
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Thu, 08 Feb 2007 17:40:57 +0000
- AIM - Sch 1 Update- Hexagon Human C
RNS Number:9661Q
AIM08 February 2007 ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH AIM RULE 2
ALL APPLICANTS MUST COMPLETE THE FOLLOWING:
COMPANY NAME:
HEXAGON HUMAN CAPITAL PLC
COMPANY ADDRESS:
REGISTERED OFFICE HEAD OFFICE
THIRD FLOOR 23 BERKELEY SQUARE
PALLADIUM HOUSE LONDON1-4 ARGYLL STREET
LONDON
COMPANY POSTCODE:
W1F 7LD W1J 6HE
COUNTRY OF INCORPORATION:
ENGLAND
COMPANY BUSINESS OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTMENT STRATEGY TO BE DISCLOSED IN
ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (J) OF THE AIM RULES:
THE BUSINESS WAS ESTABLISHED IN 2004 WITH A STRATEGY TO BUY AND BUILD IN THE INTERIM MANAGEMENT AND RECRUITMENT
SECTORS. THE COMPANY HAS ALREADY BUILT UP A PORTFOLIO OF PROFITABLE COMPANIES OPERATING IN A VARIETY OF SECTORS
IN EXECUTIVE SEARCH AND, FOLLOWING THE RECENT ACQUISITION OF BIE INTERIM EXECUTIVE LIMITED, THE GROUP WILL BE THE
UK LEADER IN THE PROVISION OF SENIOR INTERIM EXECUTIVE MANAGEMENT.
DETAILS OF SECURITIES TO BE ADMITTED (i.e. where known, number of shares, nominal value and issue price to whichit seeks admission and the number and type to be held as treasury shares):18,171,177 ORDINARY SHARES OF 1P EACH
CAPITAL TO BE RAISED ON ADMISSION:#10 million
FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS:
ROBERT WALKER NON EXECUTIVE CHAIRMAN
JONATHAN WRIGHT CHIEF EXECUTIVE
CARL ANTHONY THOMPSON FINANCE DIRECTOR
DR SWEE LIP QUEK NON EXECUTIVE DIRECTOR
PERSON(S) INTERESTED IN 3% OR MORE OF THE ISSUER'S CAPITAL, EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL
BEFORE AND AFTER ADMISSION:
BEFORE
DR SWEE LIP QUEK 76%
JONATHAN WRIGHT 19%
CARL ANTHONY THOMPSON 5%
AFTER
DR SWEE LIP QUEK 35.8%
JONATHAN WRIGHT 12.1%
CARL ANTHONY THOMPSON 3.2%
NAMES AND ADDRESSES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:
N/A
ANTICIPATED ACCOUNTING REFERENCE DATE:31 MARCH
EXPECTED ADMISSION DATE:15 FEBRUARY 2007 IN RESPECT OF THE VCT QUALIFYING SHARES AND16 FEBRUARY 2007 IN RESPECT OF THE NON-VCT QUALIFYING SHARES
NAME AND ADDRESS OF NOMINATED ADVISER:
BREWIN DOLPHIN SECURITIES LTD12 SMITHFIELD STREET
LONDON
EC1A 9BD
NAME AND ADDRESS OF BROKER:
BREWIN DOLPHIN SECURITIES LTD12 SMITHFIELD STREET
LONDON
EC1A 9BD
DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT
THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:
BREWIN DOLPHIN SECURITIES LTD AND BREWIN DOLPHIN SECURITIES LTD12 SMITHFIELD STREET NATIONAL HOUSE
LONDON 36 ST ANN STREET
EC1A 9BD MANCHESTER M60 2EP
THE ADMISSION DOCUMENT WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES.
DATE OF NOTIFICATION:29 JANUARY 2007
NEW/ UPDATE (see note):
UPDATE
QUOTED APPLICANTS MUST ALSO COMPLETE THE FOLLOWING:
THE NAME OF THE AIM DESIGNATED MARKET UPON WHICH THE APPLICANT'S SECURITIES HAVE BEEN TRADED:
THE DATE FROM WHICH THE APPLICANT'S SECURITIES HAVE BEEN SO TRADED:
CONFIRMATION THAT, FOLLOWING DUE AND CAREFUL ENQUIRY, THE APPLICANT HAS ADHERED TO ANY LEGAL AND REGULATORY
REQUIREMENTS INVOLVED IN HAVING ITS SECURITIES TRADED UPON SUCH A MARKET:
AN ADDRESS OR WEB-SITE ADDRESS WHERE ANY DOCUMENTS OR ANNOUNCEMENTS WHICH THE APPLICANT HAS MADE PUBLIC OVER THE
LAST TWO YEARS (IN CONSEQUENCE OF HAVING ITS SECURITIES SO TRADED) ARE AVAILABLE:
DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION INCLUDING, IN THE CASE OF AN INVESTING COMPANY, DETAILS
OF ITS INVESTMENT STRATEGY:
A DESCRIPTION OF ANY SIGNIFICANT CHANGE IN FINANCIAL OR TRADING POSITION OF THE APPLICANT, WHICH HAS OCCURRED
SINCE THE END OF THE LAST FINANCIAL PERIOD FOR WHICH AUDITED STATEMENTS HAVE BEEN PUBLISHED:
A STATEMENT THAT THE DIRECTORS OF THE APPLICANT HAVE NO REASON TO BELIEVE THAT THE WORKING CAPITAL AVAILABLE TO
IT OR ITS GROUP WILL BE INSUFFICIENT FOR AT LEAST TWELVE MONTHS FROM THE DATE OF ITS ADMISSION:
DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE AIM RULES:
A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE APPLICANT'S SECURITIES:
A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT'S SECURITIES:
INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION DOCUMENT WHICH IS NOT CURRENTLY PUBLIC:
A WEBSITE ADDRESS OF A PAGE CONTAINING THE APPLICANT'S LATEST ANNUAL REPORT AND ACCOUNTS WHICH MUST HAVE A
FINANCIAL YEAR END NOT MORE THEN NINE MONTHS PRIOR TO ADMISSION AND INTERIM RESULTS WHERE APPLICABLE. THE
ACCOUNTS MUST BE PREPARED IN ACCPRDANCE WITH ACCOUNTING STANDARDS PERMISSIBLE UNDER AIM RULE 19:
THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY: This information is provided by RNS The company news service from the London Stock Exchange
END
AIMOKFKDPBKDKBK
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Thu, 08 Feb 2007 15:13:01 +0000
- AIM - Sch 1 Update- Haike Chemical
RNS Number:9432Q
AIM08 February 2007 ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH AIM RULE 2
ALL APPLICANTS MUST COMPLETE THE FOLLOWING:
COMPANY NAME:
HaiKe Chemical Group Ltd.
COMPANY ADDRESS:
Offshore Incorporations (Cayman) Limited, Scotia Centre, 4th Floor, P.O. Box 2804, George Town, Grand Cayman,
Cayman Islands
COMPANY POSTCODE:
NA
COUNTRY OF INCORPORATION:
Cayman Islands
COMPANY BUSINESS OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTMENT STRATEGY TO BE DISCLOSED IN
ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (J) OF THE AIM RULES:
HaiKe Chemical Group Ltd is a petrochemical and speciality chemical group operating in China
DETAILS OF SECURITIES TO BE ADMITTED (i.e. where known, number of shares, nominal value and issue price to whichit seeks admission and the number and type to be held as treasury shares):38,353,571 ordinary shares of US$0.002 each at an issue price of $1.57 equivalent to #0.798
CAPITAL TO BE RAISED ON ADMISSION:
US$20 million
FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS:
Mr. Xiaohong Yang, Executive Chairman
Mr. Zaizhong Zhang, Chief Executive Officer
Mr. Johnson Lau, Chief Financial Officer
Professor Chunming Xu, Non-Executive Director
Mr. Eugene Wong, Non-Executive Director
Mr. Derek Marsh, Non-Executive Director
PERSON(S) INTERESTED IN 3% OR MORE OF THE ISSUER'S CAPITAL, EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL
BEFORE AND AFTER ADMISSION:
BEFORE ADMISSION
Name Percentage of Issued Share Capital
HiTech Chemical Investment Limited 76.73%
Mr Junping Bai 21.31%
AFTER ADMISSION
HiTech Chemical Investment Limited 51.0%
Mr Junping Bai 9.19%
Montpelier Asset Management Limited 6.64%
RAB Capital Plc 3.27%
NAMES AND ADDRESSES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:
NA
ANTICIPATED ACCOUNTING REFERENCE DATE:
December 31
EXPECTED ADMISSION DATE:14 February 2007
NAME AND ADDRESS OF NOMINATED ADVISER:
Hanson Westhouse Limited, One Angel Court, London EC2R 7HJ
NAME AND ADDRESS OF BROKER:
Hanson Westhouse Limited, One Angel Court, London EC2R 7HJ
DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT
THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:
The admission document will contain full details regarding the applicant and the admission of its securities to
AIM and will be available from Hanson Westhouse Limited, One Angel Court, London, EC2R 7HJ
DATE OF NOTIFICATION:08 February 2007
NEW/ UPDATE (see note):
UPDATE This information is provided by RNS The company news service from the London Stock Exchange
END
AIMUWRURBKRURAR
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Thu, 08 Feb 2007 12:12:24 +0000
- Brevan Howard Asset - BH Macro Prospectus published
RNS Number:9252Q
Brevan Howard Asset Management LLP08 February 2007
This announcement and the information contained herein is not for publication, distribution or release in, or into, directly or indirectly, the United States,
Canada, Australia or Japan or to US persons. The information contained herein does not constitute an offer of securities for sale including in the United States, Australia, Canada or Japan.
8 February 2007 Brevan Howard announces publication of BH Macro prospectus
Brevan Howard Asset Management LLP ('BHAM') today announces publication of the prospectus for BH Macro Limited (the 'Company'), a closed-ended investment company which is intending to list on the London Stock Exchange ('LSE'). The Company intends to raise approximately Euro1 billion through the Offer (the'Offer') of Euro Shares, US Dollar Shares and Sterling Shares (at Euro10 per Euro Share, US$10 per US Dollar Share and #10 per Sterling Share) subject to increase up to Euro1.5billion. The proceeds of the Offer, net of short-term working capital requirements, will be invested in the Brevan Howard Master Fund Limited (the'Master Fund').
Investment highlights of the Offer, which are outlined in the prospectus,include: * Access to a leading global macro fund which is currently closed to additional new or unconnected investments The Offer gives potential Shareholders access to the Master Fund, a leading global macro fund with more than US$11.33 billion in assets under management (as at 31 October 2006) and which is currently closed to new investors for general subscription, with the exception of investments (i) to replace any redemptions by existing investors and (ii) by or for the benefit of the partners, officers and employees of the Brevan Howard Group and their connected persons. * Track record of strong performance since inception despite sub-optimal market conditions for its investment strategies The Master Fund has proved capable of generating positive returns despite sub-optimal market conditions for its investment strategies experienced since its inception in April 2003. The Master Fund has avoided any prolonged period of negative performance and the US Dollar-denominated class A shares in Brevan Howard Fund Limited ('BHFL') (a Feeder Fund which invests its assets solely in the Master Fund) has generated unaudited annualised returns of 10.56% (net of fees) from BHFL's inception on 1 April 2003 to 31 October 2006 despite a challenging environment of rising interest rates, flat yield curves and low volatility. This success is primarily due to an investment process focused on absolute returns which combines in-depth fundamental research with quantitative risk management through careful trade and portfolio construction. * No IPO or set-up costs paid by the Company Other than audit, tax, reporting and other ongoing expenses, the costs and expenses of, and incidental to, the Offer (including all costs related to the establishment of the Company) will be borne by the Manager (as defined below) such that the gross proceeds of the Offer, net of short-term working capital requirements of approximately Euro2 million of the Company, will be available to the Company for investment following Admission. However, if the Management Agreement is terminated for certain grounds either in whole or with respect to a class of Shares during the period ending on the seventh anniversary of Admission, the costs and expenses of the Offer (or, in the case of termination in respect of a class of Shares, the proportion of costs and expenses attributable to such class) up to a maximum of 4% of the gross proceeds of the Offer, will be paid to the Manager by the Company. * Robust Shareholder protection The Company offers robust Shareholder protection, with share repurchase authority and discount management arrangements. These include procedures for closing particular classes of Shares if Shareholders so resolve if and when the relevant class of Shares trades at more than a 10% discount to NAV per Share for a 12-month period. In addition, four of the Company's five Directors are independent of the Company and the Brevan Howard Group. Moreover, although the Company will not be subject to the full force of the UK Listing Rules, it intends to comply voluntarily with certain provisions of the Listing Rules that do not strictly apply to it. * Advanced risk management practices The Investment Managers normally attempt to structure trades with an asymmetrical profit and loss outcome from the universe of potential scenarios. The Investment Managers seek to reduce portfolio risk by, where possible and cost-effective, choosing trades with limited potential loss and by investing in liquid instruments in order to allow losses to be cut rapidly if necessary. The effect is a diversified portfolio of a series of option-like expressions of market views. The Brevan Howard risk management process combines bottom-up risk management with top-down oversight. Each individual trader, with a specified performance-based risk capital allocation, is responsible for complying with his or her own value-at-risk parameters through trade and portfolio structuring. BHAM, in its capacity as Risk Manager and by reference to capital limits set by the Manager, undertakes top-down risk management through strategy capital allocation, group meetings, and a review of individual trader positions and risks at trader and Master Fund levels. * Preferential fee structure Immediately prior to the Offer, class B shares in BHFL and series B limited partnership interests in Brevan Howard Fund L.P. ('BHLP') were the only generally available means of investing in the Master Fund (excluding transfers and subscriptions by partners, officers and employees of the Brevan Howard Group and their connected persons). Class B Shares in BHFL and series B limited partnership interests in BHLP are subject to a 2% management fee and a 25% performance fee per annum. By contrast, the Shares in the Company will be subject to a 2% Management Fee (as defined below) and a 20% Performance Fee (as defined below) per annum (subject to a high water mark), which is equal to the fee structure of the class A shares of BHFL and series A limited partnership interests in BHLP. * No layering of management and performance fees The Company's investment in the Master Fund will not be subject to management and performance fees at the Master Fund level and will therefore benefit from exposure to the strategies offered by the Master Fund without multiple layering of management or performance fees. However the Master Fund incurs ongoing annual expenses which include an operational services fee paid to BHAM of 0.3% per annum of the Master Fund NAV, fees paid to its administrator, prime brokers and custodians, the Master Fund's directors' fees, audit and legal fees. * Portfolio diversification benefits The Master Fund has been an effective hedge to equities and bonds, with historically limited correlation to those asset classes, providing potentially significant portfolio diversification benefits to long-only investors. The Master Fund's investment strategy is likely to generate stronger returns during market environments in which risk assets underperform. Even in recent market environments which have been favourable to equities and bonds, the Master Fund's strategy has demonstrated the potential to enhance long equity/bond portfolios. Over the period 1 April 2003 to 31 October 2006, the return of a portfolio consisting of a mixture of equities (represented by the S&P 500 Index) and bonds (represented by the Lehman Bond Composite Index) would have been enhanced, without increasing the level of risk, by the introduction of BHFL class A US Dollar shares. * Diversification and liquidity of underlying positions The Master Fund's Investment Managers have more than 50 individual traders to provide broad internal portfolio diversification within the Master Fund's investment objective. The Master Fund principally trades highly liquid instruments in the global fixed income and foreign exchange markets. Liquidity risk is monitored both at a trader and at the Master Fund level on a daily basis. Extreme liquidity scenarios are also included within the daily stress tests.
Should the Offer be successful, the admission and commencement of unconditionaldealings on the London Stock Exchange are expected to occur at 8.00 am on 14 March 2007.
Alan Howard, Partner, Joint-Chief Executive and Chief Investment Officer of
Brevan Howard Asset Management, commented:"BH Macro is a great opportunity for investors to access the Brevan Howard Master Fund, one of the world's leading macro funds. Further attractions are thepreferential fee structure, shareholder protection and all listing costs paid by Brevan Howard."
Citigroup, Goldman Sachs International and JPMorgan Cazenove Limited (the 'Joint
Global Coordinators') are acting as joint global coordinators, joint lead managers and joint bookrunners to the Offer and J.P. Morgan Securities Limited (together with the Joint Global Coordinators, the 'Joint Lead Managers') is acting as joint lead manager to the Offer.- Ends -
For further information please contact:
Brevan Howard +44 (0)20 7022 2533
Stephen Stonberg
Maitland +44 (0)20 7379 5151
Neil Bennett
Alastair Crabbe
Citigroup
Jolyon Luke +44 (0)20 7986 7339
Iain Robertson +44 (0)20 7986 7518
Goldman Sachs International
Jeremy Sloan +44 (0)20 7552 1598
JP Morgan Cazenove
Angus Gordon Lennox +44 (0)20 7155 4605
Notes to editors
BH Macro Limited
BH Macro Limited is a closed-ended, limited liability investment company,registered and incorporated in Guernsey on 17 January 2007 with an unlimitedlife.
Brevan Howard Group
The Brevan Howard Group of affiliated entities employs over 250 personnel (including over 100 investment professionals) across its offices in Dublin, Hong
Kong, Jersey, London, New York, Tel Aviv, Tokyo and Washington (the 'Brevan
Howard Group') and manages assets in excess of US$11.5 billion (as at 31 October2006).
The manager of the Company
Brevan Howard Offshore Management Limited ('BHOML' or the 'Manager') is themanager of the Company. BHOML was incorporated in the Cayman Islands on 22
January 2003 and is regulated, as manager of the Company, by the Jersey
Financial Services Commission pursuant to the Collective Investment Funds(Jersey) Law 1988 (the 'Law') and the Orders made thereunder.
Brevan Howard Master Fund Limited
The Master Fund is a hedge fund with predominant exposure to global fixed incomeand foreign exchange markets. It was incorporated on 22 January 2003, launchedon 1 April 2003. On 31 October 2006 the Master Fund had assets of approximately$11.33 billion. The Master Fund's current investor base (invested via two feederfunds) is comprised mainly of investment management companies (funds of funds),pension funds, family offices, insurance companies, government agencies andprivate banks.
Brevan Howard Master Fund Investment Objective and Policy
The Master Fund has flexibility to invest in a wide range of instrumentsincluding, but not limited to, debt securities and obligations (which may bebelow investment grade or unrated), bank loans, listed and unlisted equities,other collective investment schemes (which may be open-ended or closed-ended,listed or unlisted, may employ leverage and of which the manager or theinvestment manager may be an affiliate of the Manager), currencies, commodities,futures, options, warrants, swaps and other derivative instruments (which may beexchange-traded or over-the-counter). The Master Fund may engage in short sales.
The Master Fund may retain amounts in cash or cash equivalents (including moneymarket funds) pending reinvestment, for use as collateral or as otherwiseconsidered appropriate to the investment objective.
The Master Fund employs an investment process which primarily uses a combinationof macro and relative value strategies. The underlying philosophy is toconstruct strategies, often contingent in nature, with superior risk/returnprofiles, whose outcome will often be crystallised by an expected eventoccurring within a pre-determined period of time. New trading strategies may beadded as investment opportunities present themselves.
The operating and accounting currency of the Master Fund is the US Dollar. Theforeign currency exposure of the Master Fund to currencies other than the basecurrency is generally hedged through the use of spot and forward foreignexchange contracts or other methods of reducing exposure to currencyfluctuations. Speculative positions in currencies may also be taken for thebenefit of the Master Fund as a whole.
Fee structure
The Manager will be entitled to a management fee (the 'Management Fee') at therate of 2% per annum, payable monthly, of the Net Asset Value of each class of
Shares, and an annual performance fee (the 'Performance Fee') of 20% of anyappreciation in the Net Asset Value of each class of Shares since the end of themost recent period in which the Manager earned a Performance Fee (the 'highwater mark'), subject to certain adjustments.
The Company's investment in the Master Fund will not be subject to managementfees and performance fees at the Master Fund level and will therefore benefitfrom exposure to the strategies offered by the Master Fund without multiplelayering of management or performance fees. However, the Master Fund incursongoing annual expenses which include an operational services fee paid to BHAMof 0.3% per year of the Master Fund NAV, fees paid to its administrator, primebrokers and custodians and the Master Fund's directors' fees.
Discount control
The Board of Directors has been granted authority to purchase in the market upto 14.99% of each class of Shares in issue immediately following Admission, andthe Board intends to seek annual renewal of this authority from Shareholders.
The Directors may, in their discretion, seek to utilise the share repurchaseauthority described above to address any imbalance between the supply and demandfor Shares and intend to do so actively if the closing price of any class of
Shares on any day on which such class of Shares is traded is 5% or more belowthe most recently published NAV per Share of that class.
Under the Company's Articles of Association, Shareholders of a class of Sharesalso have the ability to call for repurchase of that class of Shares where ithas traded at an average discount of 10% or more to average Net Asset Value overa rolling 12 month period (based on the average daily closing market price ofsuch class of Shares) or, where resolutions for repurchase have been passed byshareholders of all classes of Shares, the winding-up of the Company.
Stabilisation and over-allotment
In connection with the Offer, JPMorgan Cazenove has been appointed to act asstabilisation manager on behalf of themselves, Citigroup, Goldman Sachs
International and JP Morgan (the 'Joint Lead Managers'). In such capacity
JPMorgan Cazenove, or any other person acting for them, may (but will be underno obligation to), to the extent permitted by applicable law, over-allot oreffect other transactions which are intended to stabilise or maintain the marketprice of the Shares at a level higher than that which might otherwise prevail inthe open market. JPMorgan Cazenove is not required to enter into suchtransactions and such transactions may be effected on the London Stock Exchangeand any other securities market, over-the-counter market or otherwise. Suchstabilising measures, if commenced, may be discontinued at any time and must bebrought to an end within 30 days following the date on which conditionaldealings in the Shares commence. Save as required by law, the Joint Lead
Managers do not intend to disclose the extent of any over-allotment and/orstabilisation transactions under the Offer or the amount of any long or shortpositions.
In connection with the Offer, JPMorgan Cazenove as stabilising manager may, forstabilisation purposes, over-allot Shares of each class up to a maximum of 10%of the total number of Shares of each class issued pursuant to the Offer. The
Company has granted to JPMorgan Cazenove, as stabilising manager, an option (the"Over-allotment Option") pursuant to which JPMorgan Cazenove may require the
Company to issue additional Shares at the Offer Price to cover over-allotments,if any, made in connection with the Offer and to cover any short positionsresulting from such over-allotments and/or from sales of Shares effected by itduring the stabilising period. The number of Shares of each class subject to the
Over-allotment Option is equal to 10% of the total number of Shares of eachclass issued pursuant to the Offer (before any exercise of the Over-allotmentoption). The Over-allotment Option may be exercised from the date ofcommencement of conditional dealings for a period of 30 calendar daysthereafter.
Directors
Ian Plenderleith (Chairman of the Board)
Ian Plenderleith (UK resident) retired at the end of 2005 after a three-yearterm as a Deputy Governor of the South African Reserve Bank. He served on the
Bank's Monetary Policy Committee and was responsible for money, capital andforeign exchange market operations and for international banking relationships.
He previously worked for over 35 years at the Bank of England in London, wherehe was most recently Executive Director responsible for the Bank of England'sfinancial market operations and a member of the Bank of England's Monetary
Policy Committee. He has also worked at the International Monetary Fund in
Washington DC and served on the Board of the European Investment Bank and onvarious international committees at the Bank for International Settlements. Mr
Plenderleith holds an MA from Oxford University and an MBA from Columbia
Business School, New York.
Anthony Hall
Anthony Hall (Guernsey resident) has 50 years' experience in the financialservices industry. He worked for Barclays Bank between 1955 and 1970 and between1970 and 1976 he held positions with N.M. Rothschild, Guernsey; Bank of London &
Montreal, Nassau; and Italian International Bank (CI) Limited, Guernsey. In 1976he was appointed Managing Director of Rea Brothers (Guernsey) Limited andbetween 1988 and 1995 he served as joint CEO and managing director of Rea
Brothers Group Plc. He served as Chairman of Rea Brothers (Guernsey) Limitedfrom 1995 to 1996. Mr Hall has acted as a non-executive director for a number ofquoted and unquoted investment companies. He was founder Deputy Chairman of the
Guernsey International Business Association and was Chairman of the Associationof Guernsey Banks in 1994. In addition to being a director of the Company, Mr
Hall is currently a director of a number of Guernsey based investment fundsincluding, among others, Caliber Global Investment Limited.
Nagi Kawkabani
Nagi Kawkabani (UK resident) has been a partner, and Joint-Chief Executive, of
BHAM since 2003. Between October 2000 and July 2003, he was a Managing Directorand Co-Head of the Fund Development Group at Credit Suisse First Boston whichwas responsible for the seeding, development and management of CSFB-brandedhedge and alternative investment funds in the equity asset class. Prior to
October 2000, he was Head of Equity Derivatives at Donaldson Lufkin & Jenrette
International where he was also a member of the Board of Directors of Donaldson
Lufkin & Jenrette International and a founding member of Donaldson Lufkin &
Jenrette International's Risk Committee. Prior to joining Donaldson Lufkin &
Jenrette International in August 1987, he was a Vice-President at Merrill Lynch.
In addition to being a director of the Company, Mr Kawkabani is also a directorof the Master Fund and a number of other Brevan Howard Group entities including,
Brevan Howard Fund Limited, Brevan Howard Equity Strategies Fund Limited, Brevan
Howard Equity Strategies Master Fund Limited and Brevan Howard General Partner
Limited. He holds a B.Comm. in Finance and Marketing (University Scholar) from
McGill University (1979).
Christopher Legge
Christopher Legge (Guernsey resident) worked for Ernst & Young in Guernsey from1983 to 2002. Having joined the firm as an audit manager in 1983, he wasappointed a partner in 1986 and managing partner in 1998. From 1990-1998, he washead of Audit and Accountancy, and was responsible for the audits of a number ofinsurance, banking, investment fund and financial services clients. He also hadresponsibility for the firm's training, quality control and compliancefunctions. He was appointed managing partner of Ernst & Young for the Channel
Islands region in 2000. Since his retirement from Ernst & Young in 2003, Mr.
Legge has held a number of non-executive directorships. He is an FCA and holds a
BA (Hons) in Economics from the University of Manchester.
Talmai Morgan
Talmai Morgan (Guernsey resident) qualified as a Barrister in 1976. He moved to
Guernsey in 1988 where he worked for Baring Brothers (Guernsey) Limited from1988 to 1994 and then for the Bank of Bermuda as Managing Director of Bermuda
Trust (Guernsey) Limited. From January 1999 to June 2004, he was Director of
Fiduciary Services and Enforcement at the Guernsey Financial Services Commission(Guernsey's financial regulatory agency) where he was responsible for the designand subsequent implementation of Guernsey's law relating to the regulation offiduciaries, administration businesses and company directors. He was alsoparticularly involved in the Working Groups of the Financial Action Task Forceand the Offshore Group of Banking Supervisors. From July 2004 to May 2005, hewas Chief Executive of Guernsey Finance LBG which is the official body for thepromotion of the Guernsey finance industry. Since June 2005, Mr Morgan has beenself-employed as a non-executive director and consultant. Mr Morgan holds a BAin Economics and Law from Cambridge University. In addition to being a directorof the Company, Mr Morgan is a director of a number of other listed investmentfunds including, among others, Goldman Sachs Dynamic Opportunities Limited, anaffiliate of one of the Joint Global Coordinators, and Queen's Walk Investment
Limited.
All the Directors, other than Nagi Kawkabani, are independent of the Manager andthe Investment Managers.
Important Information
This announcement and the information contained herein is being issued by Brevan
Howard Asset Management LLP ("BHAM"). BHAM is authorised and regulated by the UK
Financial Services Authority.
This announcement is an advertisement and not a prospectus and investors shouldnot subscribe for or purchase any shares referred to in this announcement excepton the basis of information in the prospectus published by the Company and dated7 February 2007 in connection with the admission of the ordinary shares in thecapital of the Company to the main market of the London Stock Exchange plc (the"Prospectus"). Copies of the Prospectus are available from the offices of BH
Macro Limited and Northern Trust International Fund Administration Services(Guernsey) Limited, Trafalgar Court, Les Banques, St Peter Port, Guernsey, GY13QL and the offices of JPMorgan Cazenove, 20 Moorgate, London EC2R 6DA.
The information contained in this announcement is for background purposes onlyand does not purport to be full or complete. No reliance may be placed for anypurpose on the information contained in this announcement or its accuracy orcompleteness. No representation, warranty or undertaking, express or implied, isgiven as to the accuracy or completeness of the information contained in thisannouncement by BHAM, any of the funds managed by BHAM, its affiliates or its ortheir respective members, directors and no liability is accepted by such personsfor the accuracy or completeness of any such information.
This announcement does not constitute or form part of any offer to issue orsell, or any solicitation of any offer to subscribe or purchase, any investmentsnor shall it (or the fact of its distribution) form the basis of, or be reliedon in connection with, any contract therefor.
The information about the Master Fund and the Company set out above is includedin this announcement for information purposes only and should not be construedas research, investment advice, recommendation or solicitation to buy or sellinvestments in the Company or the Master Fund or any other investments orentities mentioned in this advertisement or to follow any investment strategymentioned and it is not intended to constitute an invitation or inducement toinvest in the funds.
Acquiring investments to which this announcement relates may expose an investorto a significant risk of losing all of the amount invested. Persons consideringinvesting in such investments should consult an authorised person specialisingin advising on such investments.
The information contained herein is not for publication, distribution or releasein or into, directly or indirectly, the United States of America. Thesematerials do not contain or constitute an offer of securities for sale in the
United States. The securities referred to herein have not been and will not beregistered under the US Securities Act of 1933, as amended, and may not beoffered or sold in the United States absent registration under that Act or anavailable exemption from it. The Company does not intend to register thesecurities or conduct a public offering in the United States. The Company willnot be registered under the US Investment Company Act of 1940, as amended, andinvestors will not be entitled to the benefits of that Act.
The Joint Global Coordinators and the Joint Lead Managers, each of which isauthorised and regulated in the UK by the FSA, are acting for the Company andfor no one else in connection with the Offer and will not be responsible toanyone other than the Company for providing the protections afforded to therespective customers of the Joint Global Coordinators or, as the case may be,the Joint Lead Managers, or for affording advice in relation to the Offer, thecontents of the Prospectus or any matters referred to herein. This information is provided by RNS The company news service from the London Stock Exchange
END
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Thu, 08 Feb 2007 09:49:04 +0000
- Safestore Holdings - Intention to Float
RNS Number:9127Q
Safestore Holdings Ltd08 February 2007
This document (and the information contained herein) is not for publication ordistribution in or into the United States, Australia, Canada and Japan.
This announcement is an advertisement and not a prospectus and investors shouldnot subscribe for or purchase any shares referred to in this announcement excepton the basis of information in the prospectus to be published by Safestore
Holdings Limited in due course in connection with the admission of the ordinaryshares in the capital of the Company to the Official List of the Financial
Services Authority and to trading on London Stock Exchange plc's main market forlisted securities (the "Prospectus"). Copies of the Prospectus will, followingpublication, be available from Safestore Holdings Limited's registered office. 8 February 2007 SAFESTORE HOLDINGS LIMITED ("Safestore" or the "Group" or the "Company") Initial Public Offering and Intention to Float and to List on the London Stock Exchange
Safestore announces its intention to proceed with an initial public offering ofits shares (the "Offer") and on application to be admitted to the Official Listof the Financial Services Authority and to trading on the London Stock Exchange("Admission").
Safestore* Safestore is the largest self storage provider in the UK and the central Paris region and the second largest in the EU, in terms of number of stores, providing individual, secure self storage space and related services.* The UK is the largest and most established self storage market in Europe, followed by France. Both markets show far lower penetration rates than the US or Australia and, according to the UK Self Storage Association, are expected to grow significantly. This growth is supported by a number of market trends including: increased workforce mobility, social factors such as high divorce rates and an ageing population, housing stock pressure in the UK and lifestyle trends such as the growth in the home improvement market.* Since 2002, Safestore has undergone a transformation under the current management team. Expanding rapidly, primarily through acquisition, Safestore now has 98 sites. The Group operates 79 stores, three of which are business centres, under the "Safestore" brand in the UK and 19 stores under "Une Piece en Plus'' in France. Over the last two years, all of the stores have been rebranded with Safestore's distinctive signage - to improve brand awareness.* Safestore currently has approximately 30,000 domestic and business customers with an historic average length of stay of 40 weeks or 73 weeks for current users. The Group's business model is supported by a substantial asset base, strong cashflow and a solid record of earnings which are continuing to grow.* For the year to 31 October 2006, Safestore recorded a 22% increase in revenues to #64.3 million (2005: #52.9 million) with EBITDA before exceptional items growing 24%to #33.5 million (2005: #27.0 million), all under IFRS. As at 31 October 2006, the Group's property portfolio had an estimated value of #475.2 million.* The majority of Safestore's revenue is generated through the provision of self storage space. However, ancillary revenues are derived from the sale of contents insurance and storage accessories.* In addition to the Group's 98 sites, as at 31 January 2007, Safestore had exchanged or completed contracts on 12 expansion stores, nine of which have planning permission, and in addition has one further property in the final stages of the contract process.* The Group has a maximum lettable area of approximately 4 million square feet and a current lettable area of approximately 3.6 million square feet. The 12 expansion stores will add approximately 0.7 million square feet of which the majority will be available to let by the end of the second quarter of 2008.
The Self Storage Market
Name UK Number European Number of Total Regions Ranking of UK Ranking Continental Number Stores European of Stores Stores------- ------- -------- ------- -------- -------- --------------------
Safestore 1 79 2 19 98 UK, France
Access 2 45 3 - 45 London, North England
Big 3 42 4 - 42 UK Southeast
Yellow
Lok'n Store 4 21 5 - 21 UK Southeast
Shurgard 5 19 1 150 169 UK Southeast, Belgium, Sweden, France, Netherlands, Denmark, Germany
Source: Company information, websites of Access, Big Yellow, Lok'n Store and
Shurgard.
Growth Strategy* The Directors believe there is significant scope to consolidate further Safestore's existing leading market position, through expanding the existing store portfolio in the UK and Continental Europe, continuing to improve operational performance and building greater awareness of self storage and Safestore's brand within the sector.* Over the next five years the Group intends to add between 7-10 stores per annum, which based on current average store maximum lettable area, should equate to an additional 300,000 to 500,000 square feet of maximum lettable area per annum. In addition, the management team has a proven acquisition track record and will continue to consider acquisitions as an additional route to growth.* Safestore will pursue its ongoing focus on optimising the profit from its existing stores by maximizing yields per square foot and increasing occupancy whilst maintaining control of costs.* The Group is actively involved in promoting the self storage industry with the objective of Safestore becoming synonymous with self storage. As part of this aim the Group will continue to develop its distinctive brands, new stores will be located in prominent locations thereby maximising visibility to the local target market. In addition, continuous re-enforcement of Safestore's brand is achieved through marketing via the internet, local directories, national and local press, leaflets and radio advertising - increasing awareness among key audiences.
Summary of the Global Offer* The Offer is expected to be completed in early March 2007.* It is expected that Bridgepoint will retain a significant shareholding in Safestore post-IPO and will commit not to sell any of its remaining holdings for at least 180 days from Admission.* Citigroup and Merrill Lynch have been appointed Joint Global Co-ordinators and Joint Bookrunners of the Offer.* Citigroup has been appointed sole Sponsor of the Offer.
Steve Williams, Chief Executive of Safestore, said:"Safestore has undergone a transformation that has resulted in the Groupbecoming the UK's largest and Europe's second largest self storage provider interms of number of stores. Our store portfolio has trebled over the past threeyears, both through successful acquisitions and continued organic growth."We believe that Safestore's distinctive brand, market leading positions andstrong operational expertise provide us with an excellent platform to benefit inthe fast growing market for self storage in the UK and Europe."
Enquiries:
Safestore Holdings Limited
Steve Williams
Tel: + 44 (0)20 7930 0777
Citigroup
Michael Lavelle
Jan Skarbek
Andrew Forrester
David Plowman
Tel: +44 (0) 20 7986 4000
Merrill Lynch
Mark Gwynne
Kirk Lindstrom
Tel: +44 (0)20 7628 1000
Cardew Group
Tim Robertson
Nadja Vetter
Sofia Rehman
Tel: + 44 (0)20 7930 0777
Bridgepoint
James Murray
Tel: +44 (0)20 7432 3555
High resolution images for the media to view and download free of charge areavailable from www.vismedia.co.uk
Board
John von Spreckelsen, Non-Executive Chairman
John von Spreckelsen joined the Board in October 2004 as Chairman and a
Non-Executive Director. Mr Spreckelsen also currently holds the chairmanships at
Thorntons Plc, Forstinger and Handel and Service GmbH and is a non-executivedirector of Mayflower Holdings Limited. Previously, Mr von Spreckelsen was thechief executive officer of Budgens plc and served as the chairman of Somerfieldplc, Gartmore European Investment Trust plc and Cellec AG (Switzerland). Mr
Spreckelsen began his career at Commerzbank Germany and Bank of America
International, before becoming the European finance director of Bowater
Corporation.
Stephen Williams, Chief Executive Officer
Stephen Williams joined the Board in June 2001 as Chief Operating Officer,following a period as an external consultant for the company. Mr Williams wasappointed to the position of Chief Executive Officer in January 2002. He hasover 30 years' experience in the retail industry and management. Mr Williams wasoperations director at Pet City between 1993 and 2000 and operations controllerat Wickes from 1991 to 1993. Prior to this he had an eighteen-year tenure at
Payless DIY, becoming its operations director.
Richard Hodsden, Chief Financial Officer
Richard Hodsden joined the Board in August 2002 as Chief Financial Officer. Hepreviously held the position of finance director at Globalvault plc, Security
Printing & Systems Limited and Lifestyle Upholstery Limited. He was alsofinancial controller of Flextronics International Limited and financialcontroller of Parliamentary and Secure Services, The Stationery Office. Mr.
Hodsden started his career at KPMG, where he qualified as a chartered accountantin 1991. Mr Hodsden is a Fellow of the Institute of Chartered Accountants in
England and Wales.
Vincent Gwilliam, Non-Executive Director
Vince Gwilliam joined the Board as a Non-Executive Director in August 2003. Mr.
Gwilliam is a partner at Bridgepoint Capital Limited, a private equity provider,where he is responsible for Bridgepoint's investments in the retail sector.
Prior to joining Bridgepoint in 1987, Mr. Gwilliam worked at Coopers & Lybrandin the UK Business Services Group. Mr. Gwilliam is a graduate of Durham
University and is a Fellow of the Institute of Chartered Accountants in Englandand Wales.
Richard Grainger, Non-Executive Director
Richard Grainger joined the Board on 1 February 2007 as a Non-Executive
Director. After graduating from Oxford University, Mr Grainger qualified as achartered accountant at Pricewaterhouse. He started at Hill Samuel Bank Limitedin 1987 and subsequently joined Close Brothers Corporate Finance Limited("CBCF") in 1996. In 2001, Mr Grainger was appointed Chief Executive of CBCFhaving previously run the Leisure and Retail team and founded Close Brothers
Corporate Finance's Corporate Restructuring Group. Mr Grainger is a member ofthe Management Board of Close Brothers Group plc. Mr Grainger is a Fellow of the
Institute of Chartered Accountants in England and Wales.
Roger Carey, Non-Executive Director
Roger Carey has recently been appointed a Non-Executive Director. He was adirector of Slough Estates plc from 1983-1996 and was chief executive of Saville
Gordon Estates plc from 1997, leading a management buyout in 2002. The company,renamed Industrious, was subsequently sold to Brixton plc in 2005. Mr Carey wasa non-executive director of TR Property Unit Trust from 1993-2002, and iscurrently a non-executive chairman of Ibis Project Services Ltd and Protego
Industrial Guernsey Ltd and a non-executive director of Bassett Trust Ltd and ofresidual Industrious companies. He is a past President of the British Property
Federation. Mr Carey is a Fellow of the Institute of Chartered Accountants in
England and Wales.
The contents of this announcement, which have been prepared by and are the soleresponsibility of the Company, have been approved solely for the purposes ofsection 21(2)(b) of the Financial Services and Markets Act 2000 by Citigroup
Global Markets Limited of Citigroup Centre, Canada Square, London E14. Citigroup
Global Markets Limited, Citigroup Global Markets UK Equity Limited and Merrill
Lynch International are authorised and regulated by the Financial Services
Authority and are acting for the Company in connection with the Offer and willnot regard any other person as their respective clients and will not beresponsible to anyone other than the Company for providing the protectionsafforded to their respective clients or for providing advice in relation to the
Offer, the contents of this announcement or any matters referred to herein.
The information contained herein is not for publication or distribution in the
United States of America, Canada, Australia or Japan. This announcement does notconstitute or form part of an offer to sell or issue, or any solicitation of anoffer to buy or subscribe for any securities referred to herein. The securitiesreferred to herein have not been and will not be registered under the U.S.
Securities Act of 1933, as amended, and may not be offered or sold in the United
States absent registration under that Act or an available exemption from it. The
Company and the selling security holders do not intend to register thesecurities or conduct a public offering in the United States.
Securities in Safestore Holdings Limited have not been and will not beregistered under the applicable Securities Laws of Australia, Canada, or Japanand may not be offered or sold within Australia, Canada, or Japan or to, or forthe account or benefit of, citizens or residents of Australia, Canada, or Japan.
The Offer is being made in the United Kingdom by means of an offer toinstitutional investors. The Offer and the distribution of this announcement andother information in connection with the Offer in certain jurisdictions may berestricted by law and persons into whose possession any document or otherinformation referred to herein comes should inform themselves about and observeany such restriction. Any failure to comply with these restrictions mayconstitute a violation of the securities laws of any such jurisdiction.
This announcement does not constitute or form part of any offer or invitation tosell or issue, or any solicitation of any offer to purchase or subscribe for,any securities and any purchase of or application for securities of the Companypursuant to the Offer should only be made on the basis of the informationcontained in the prospectus to be issued in connection with the Offer (the"Prospectus"). The price and value of securities may go up as well as down.
Persons needing advice should contact a professional adviser.
This announcement includes statements that are, or may be deemed to be,"forward-looking statements". These forward-looking statements can be identifiedby the use of forward-looking terminology, including the terms "believes","estimates", "plans", "projects", "anticipates", "expects", "intends", "may","will", or "should" or, in each case, their negative or other variations orcomparable terminology. These forward-looking statements include matters thatare not historical facts and include statements regarding the Company'sintentions, beliefs or current expectations concerning, among other things, the
Company's results of operations, financial condition, liquidity, prospects,growth, strategies and the self storage industry.
By their nature, forward-looking statements involve risk and uncertainty becausethey relate to future events and circumstances. A number of factors could causeactual results and developments to differ materially from those expressed orimplied by the forward-looking statements including, without limitation, thefactors to be described in the risk factors section of the Prospectus and thefactors to be described in the operating and financial review section of the
Prospectus.
Forward-looking statements may and often do differ materially from actualresults. Any forward-looking statements in this announcement reflect the
Company's view with respect to future events as at the date of this announcementand are subject to risks relating to future events and other risks,uncertainties and assumptions relating to the Company's operations, results ofoperations, growth strategy and liquidity. Save as required by law or by the
Listing Rules, Disclosure and Transparency Rules or Prospectus Rules of the
Financial Services Authority, the Company undertakes no obligation publicly torelease the results of any revisions to any forward-looking statements in thisannouncement that may occur due to any change in its expectations or to reflectevents or circumstances after the date of this announcement.
In connection with the Offer, Citigroup Global Markets U.K. Equity Limited, asstabilising manager, or any of its agents, may (but will be under no obligationto), to the extent permitted by law, over allot or effect other transactionsintended to enable it to satisfy any over allotments or which stabilise,maintain or otherwise affect the market price of shares in Safestore Holdings
Limited (the "Shares") or any options, warrants or rights with respect to, orinterest in, the Shares or other securities of Safestore Holdings Limited, ineach case at levels which might not otherwise prevail in the open market. Thestabilising manager is not required to enter into such transactions and suchtransactions may be effected on the London Stock Exchange and any othersecurities market, over the counter market or otherwise. Such transactions, ifcommenced, may be discontinued at any time and may only be entered into betweencommencement of conditional trading of the Shares on the London Stock Exchangeand 30 days thereafter. In connection with the Offer; the stabilising managermay, for stabilisation purposes, over allot Shares up to a maximum of 15% of thetotal number of Shares comprised in the Offer. For the purposes for allowing itto cover short positions resulting from any such over-allotments and/or fromsales of Shares effected by it during the stabilisation period, the stabilisingmanager will enter into an over-allotment option with certain of the sellingshareholders pursuant to which the stabilisation manager may purchase or procurepurchasers for additional Shares up to a maximum of 15% of the total number of
Shares comprised in the Offer at the Offer price. The over-allotment option willbe exercisable in whole or in part, upon notice by the stabilisation manager, atany time on or before the thirtieth day after the commencement of conditionaltrading of the Shares on the London Stock Exchange.
Information in this announcement or any of the documents relating to the Offercannot be relied upon as a guide to future performance. This information is provided by RNS The company news service from the London Stock Exchange
END
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Thu, 08 Feb 2007 07:03:47 +0000
- EAGA PLC - Intention to float
RNS Number:8948Q
EAGA PLC08 February 2007 8th February, 2007 eaga plc INTENTION TO SEEK ADMISSION TO TRADING ON THE OFFICIAL LIST OF THE LONDON STOCK EXCHANGEeaga (the Company), the UK market leader in the delivery of residential energyefficiency solutions, today announces its intention to seek admission to tradingon the main market of the London Stock Exchange in 2007.eaga has a proven track record in delivering outsourced programmes aimed ateradicating fuel poverty in vulnerable households. In recent years eaga hasdiversified its offering to become a significant provider of household energyefficiency measures under the Energy Efficiency Commitment (EEC), and is asignificant player in the local authority and social housing sector. eaga hasdeveloped a scalable infrastructure upon which it intends to capitalise on thesubstantial opportunities that management expects to exist in government andoutsourcing, domestic energy efficiency, and social housing markets goingforward.
Brewin Dolphin Securities has been appointed as Sponsor and Broker to the
Company. The flotation is intended to be achieved by means of placing of sharesto institutional investors.eaga has delivered energy efficiency measures to over 5 million UK homes, liftedseveral million vulnerable people out of fuel poverty. Every day eaga improvesinsulation in over 500 homes. The company also fits or repairs a central heatingsystem every minute of every working day.
Management, led by Chief Executive John Clough, has an excellent track recordwhich has seen revenues increase from inception in 1990 to a current yearforecast of #500m. Excellent profit growth and cash generation has enabled eagato achieve impressive organic growth. In recent years this has been supplementedby key acquisitions that have increased eaga's delivery capability, broadenedits market exposure, and further enhanced eaga's profitability.
Commenting on the announcement, John Clough, Chief Executive, said:"We are pleased to announce the intended flotation of eaga. Over the lastsixteen years we have built a very successful business and are now the UK'slargest provider of residential energy efficiency solutions. We have beenproviding end-to-end solutions to serious environmental and social issues suchas the elimination of fuel poverty for many years. We are now an emerging forcein providing solutions to climate change challenges. The proposed flotation willprovide the company with the financial flexibility required to fund the nextphase of growth. It will also enable some of the existing shareholders(principally the Employee Benefit Trust) to realise a proportion of theirrespective investments."eaga's future revenue prospects are strongly supported by the Government'senvironmental, energy and social policy commitments. eaga plans to extend itsservices to become a leading residential infrastructure service provider bybroadening its local authority and social housing offering, extending itsaftercare services and able to pay central heating offering and capturingfurther government and outsourcing delivery opportunities.
Enquiries:eaga
John Clough, eaga Chief Executive 0191 350 6531
James Grugeon, eaga Communications Director
Brewin Dolphin Securities
Graeme Summers 0191 279 7531
Andrew Kitchingman 0113 241 0187
Tulchan Communications 020 7353 4200
Dominic Fry
Notes to editors: 1. Introductioneaga is a UK market leader in the delivery of residential improvements in theenvironmental, energy efficiency and social justice arenas. eaga's core focusis working with government, local authorities and utility companies to lowercarbon emissions, combat fuel poverty and reduce energy consumption. The workundertaken is principally focussed on the housing and social needs of low incomeand vulnerable households.eaga is based on a partnership structure and is 100% employee owned by twoemployee trusts (eaga has two Employee Benefits Trusts (EBT) which sit at thehead of the employee owned partnership, holding shares in trust for the benefitof all partners). The company has grown rapidly in recent years, building strongrelationships with its customers by: * developing a leading position as a significant deliverer of UK governments' fuel poverty programmes, underpinned by over 15 years' experience of dealing with the most vulnerable groups in society; * working closely with utility companies to support delivery of their Energy Efficiency Commitment (under the Energy Efficiency Commitment electricity and gas suppliers are required to achieve targets for the promotion of improvements in domestic energy efficiency);and * undertaking key strategic actions to broaden activities throughout the energy efficiency and home services supply chain, further embedding eaga as an integrated supplier in its chosen markets, in particular the social housing sector.eaga's portfolio of products and services covers the provision of energy surveysand advice, allocation and administration of energy efficiency funding,installation of central heating systems, cavity wall and loft insulation,renewable energy and a number of other ancillary products and services,including insurance-backed aftercare provision. 2. Key Strengths
The Directors believe that eaga is in an excellent position to pursue thesignificant opportunities developing in the environmental, energy efficiency andsocial justice arenas, principally due to the following: * eaga has a strong and trusted reputation in both the public and private sectors as an established and successful operator; * eaga is led by a highly experienced management team; * eaga has a strong visibility of earnings, with an order book currently standing at #1.5 billion, arising from a number of significant contracts in both the fuel poverty and social housing sectors; * eaga's leading position in a largely fragmented installation marketplace makes the Company well-positioned to take advantage of attractive consolidation opportunities; * eaga's national delivery infrastructure is well established and provides a barrier to potential new market entrants; * over #7.2 million has been invested in developing eaga's industry leading IT systems and infrastructure over the last 2 years. This IT platform has not only provided the business with scalability it has also been recognised by the National Audit Office as an example of best practice and would therefore allow scope for diversification into new business areas; and * eaga has a strong financial track record of growth with excellent profits and significant cash generation. 3. Proposed Placing
The proposed placing will raise proceeds on behalf of existing shareholders,principally the Employee Benefit Trusts. 4. Historyeaga was established in 1990 as a privately-owned company, the Energy Action
Grants Agency Limited, to lead Government funded efforts to improve the livingconditions of vulnerable people living in cold, damp and energy inefficienthomes. John Clough has been Chief Executive of eaga since 1990.
Until 2004, the business developed largely organically through focus on marketpenetration and diversification as new market opportunities were identified.
Late 2004 and early 2005 saw a change in the development of eaga, marked inparticular by the successful re-tender for Warm Front. This was followed by theacquisition in April 2005 of Mico Group, a leading insulation services provider,which complemented eaga's existing business, enabling it to become integratedinto the supply chain and gain a foothold in the EEC market as a leading UKinstaller of residential insulation products.
The business continued to expand and in May 2006 acquired Everwarm Group,
Scotland's largest installer of domestic insulation and an installer of centralheating systems.eaga started a pilot scheme in 2003 to develop an in-house central heatinginstallation business, which was further developed to deliver heating systemsunder the most recent Warm Front contract from early 2005. Since the beginningof 2005, eaga has developed its central heating installation capacityorganically from a zero base to around 300 installation engineers generatingturnover of approximately #36 million.
In December 2006, eaga sought to build on its internal skills base and build itsposition as a major player in the social housing heating sector through theacquisitions of; White Horse Group, whose major trading arm is HEAT, and of JD
Heating. HEAT specialises in the design, installation and maintenance ofdomestic central heating in the social housing market sector within Great
Britain, Northern Ireland and the Republic of Ireland. JD Heating specialisesin servicing and installing domestic central heating systems in the West
Midlands. These two acquisitions together have doubled the size of eaga'sheating operation.
In addition to these key strategic acquisitions, eaga has also completed anumber of smaller complementary acquisitions and strategic alliances with theaim of driving profitability and further strengthening market position. This hasincluded the acquisition in November 2005 of an insurance intermediary businessauthorised by the Financial Services Authority.
It is intended in due course that the Company will review its brand strategyacross the UK with a view to streamlining the range of identities under which itcurrently trades.eaga is now structured into three core sectors, Government Contracts,
Installation Services and Specialist Support Services, comprising six divisions:
Government Contracts, Heating, Home Services, Specialist Business Services,
Shared Services and Insurance. 5. Board of Directors
Executive Directors
John Clough MBE, Chief Executive (aged 47)
John has been Chief Executive of eaga since the business was established in 1990having previously worked in strategic management positions with British Coal.
Under his direction, the Company has grown to become a leader in providingservices to environmental, energy efficiency and social justice challenges.eaga has become a trusted supply partner to local and national governments andenergy utilities throughout the UK.
John has led the strategic development of eaga, broadening its core service andinstallation offerings, transforming its financial performance and provokingsignificant sustainable growth in both the public and private sectors. John'svision has led to a culture which engages with its employees and drivesperformance and service commitment. He is a member of the government's 'Fuel
Poverty Advisory Group', the CBI's national 'Public Service Strategy Board', the
Government's panel on 'Transformational Government for Older People' and afounder trustee of the independent eaga Charitable Trust.
Ian McLeod, Finance Director (aged 38)
Ian joined eaga in 2004, joining the Board in early 2005. He is responsible forall aspects of financial management and reporting across eaga and works closelywith Drew Johnson in delivering eaga's inorganic growth strategy.
Ian spent 14 years with PricewaterhouseCoopers prior to joining eaga, duringwhich time he gained extensive experience in advising many different companiesacross a broad range of market sectors. Latterly during his career with
PricewaterhouseCoopers, Ian supported blue chip organisations in undertakingcomplex M&A transactions, working closely with a major plc in effectinginorganic restructuring of its retail arm from 2002 onwards.
Drew Johnson, Commercial Director (aged 47)
Drew joined eaga in 1991, having previously been with British Coal in supplychain management and logistics. He was appointed to eaga's Board in 1999 andhas subsequently held a number of executive positions in operations and inbusiness and commercial development.
Drew has responsibility for eaga's commercial strategy, focussing on theidentification, development and delivery of opportunities for both organic andinorganic growth. He has been instrumental in diversifying eaga's operationsand transforming profitability.
Dave Routledge, Organisational Development Director (aged 47)
Dave joined eaga in 2002 and was appointed to the Board in 2004. He isresponsible for strategic organisational development, HR, IT, serviceexcellence, corporate and government affairs.
Prior to joining eaga, Dave acquired his own strategic consultancy businessworking with blue chip clients. In that capacity, Dave worked as advisor to theeaga Board and developed the strategy for corporate restructure.
Dave previously held main Board level responsibilities for human resources andoperations within the pharmaceutical sector. He has experience of companyrestructuring in the UK, USA and Europe and was part of a management buy-outteam backed by HSBC (Montague Private Equity). He then worked with Credit
Suisse First Boston to deliver the successful IPO of the business on NASDAQ .
Non Executive Directors
Charles Berry, Non Executive Chairman (aged 54)
Charles joined eaga's Board in 2005 as a Non Executive Director and wasappointed Chairman in June 2006. He is also Chairman of the Nomination
Committee.
He has extensive experience within the UK power sector; he was appointed to the
Board of Scottish Power in 1999 and was Chief Executive of the company's UKoperations with responsibility for power generation as well as trading business,energy retailing and strategic transactions such as renewables and development.
Charles is currently a Non Executive Director of Securities Trust of Scotlandplc and Drax Group plc.
Prior to joining Scottish Power, he was Group Development Director of Norwest
Holst, a subsidiary of Compagnie Generale des Eaux, and has held executivemanagement positions with responsibility for technical, business development andmarketing within subsidiaries of Pilkington plc.
Michael Roberts OBE, Non Executive Director and Deputy Chairman (aged 69)
Michael joined eaga's Board in 1999 as a Non Executive Director, and served as
Chairman until 2006 becoming Deputy Chairman in June 2006.
Michael is a past president of the Institute of Energy and is both well knownand respected in the energy efficiency world. Michael has broad ranging seniorexecutive experience, having served in PA Consulting and Shell.
Michael runs his own energy management consultancy business and has particularexperience in setting up energy management services for the government estate,local authorities, public service bodies and private sector companies.
During the period of Michael's chairmanship, he has overseen the transition ofeaga in terms of growth of revenue, people and profits. Michael chairs the
Remuneration Committee and also sits on the Audit Committee.
Richard Burns, Senior Independent Non Executive Director (aged 48)
Richard is senior partner in the corporate practice of international law firm,
Hammonds. During his 25 years with the firm, he has developed particularexpertise advising on national and international mergers and acquisitions,flotations and the raising of equity finance. Within Hammonds, Richard hasresponsibility for the firm's corporate governance practice globally and hasadvised companies and addressed conferences on the various codes of governancewhich apply in the UK, Europe and in the US.
Richard is Senior Independent Non Executive Director and sits on the Audit
Committee, the Remuneration Committee and the Nomination Committee.
Quintin Oliver, Non Executive Director (aged 50)
Quintin lives and works in Belfast, Northern Ireland. He leads Stratagem, thefirst dedicated lobbying and public affairs company to emerge after the peaceprocess development around Good Friday 1998; he ran the successful cross-party '
YES' Campaign for the subsequent referendum.
Quintin has worked in the public sector (as Welfare Rights Adviser to
Strathclyde Regional Council, 1977-1984), in the voluntary sector (as CEO of the
N. Ireland Council for Voluntary Action, 1985-1998) and now in the privatesector leading Strategem. He has wide European experience (founder of the
European, Youth Forum, 1976 and first President of the European Anti-Poverty
Network, 1991-1995). He is also experienced in the development of socialinclusion policies, and works extensively on the Middle East peace process.
Quintin is a member of the Remuneration and Nomination Committees.
Malcolm Simpson, Non Executive Director (aged 65)
Malcolm joined Greggs plc in 1973, becoming Finance Director in 1975. In thiscapacity, Malcolm oversaw a period of strong growth as the company expanded bothorganically and by acquisition and achieved flotation on the London Stock
Exchange. Malcolm was also responsible for the company's compliance withcorporate governance regulations and risk management. Prior to joining Greggs,
Malcolm trained as a chartered accountant with Peat Marwick Mitchell and spenttime at Procter and Gamble. Malcolm handed over the finance role in 2006 and iscurrently Executive Director with responsibility for IT.
Malcolm is Chairman of the Audit Committee. This information is provided by RNS The company news service from the London Stock Exchange
END
NRABUGDDSSGGGRR
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Thu, 08 Feb 2007 07:03:28 +0000
- Russia's Polymetal IPO shares priced at 7.75 usd/shr
LONDON (AFX) - Polymetal, the Russian gold and silver miner, said the sharesit is listing on the London stock market have been priced at 7.75 usd each, nearthe lower end of the 7.25-9.50 usd price range it announced last month. This will give the group a market capitalisation of around 2.44 bln usd, itsaid in a statement. The offer consisted of 38 mln existing shares held by the company's soleshareholder, Nafta Moskva (Cyprus) Ltd, and 40 mln new shares which were sold inthe form of global depositary receipts. Each GDR is equivalent to one share. Nafta Moskva gave Deutsche Bank AG, Merrill Lynch and UBS Ltd, thebookrunners for the offer, an over-allotment option for up to 10 mln GDRs,
Polymetal said. The shares, which accounted for 24.8 pct of the group's capital, will startunconditional dealings on the London exchange on Feb 12.monicca.egoy@thomson.commbe/nes
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The copying, republication or redistribution of AFX News Content, including byframing or similar means, is expressly prohibited without the prior writtenconsent of AFX News.
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Wed, 07 Feb 2007 15:04:34 +0000
- Ablon Group - Statement re First Day of Dealing on AIM
Ablon Group
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR PUBLICATION,
DISTRIBUTION OR RELEASE IN, OR INTO, DIRECTLY OR INDIRECTLY, THE UNITED STATES
OF AMERICA, CANADA, JAPAN OR AUSTRALIA.
This press release 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, 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 commitment whatsoever. The
offer and the distribution of this press release and other information in
connection with the proposed private placement and admission to AIM in certain
jurisdictions may be restricted by law and persons into whose possession any
document or other information referred to herein comes should inform themselves
about and observe any such restriction. Any failure to comply with these
restrictions may constitute a violation of the securities laws of any such
jurisdiction.
FIRST DAY OF DEALING ON AIM
Ablon Group Limited ("Ablon" or "the Company"), a leading real estate owner and
developer in Budapest with a well-established presence in Prague and new sites
in Bucharest, is pleased to announce that the Company's shares have today been
admitted unconditionally to trading on AIM ("AIM") following the closing and
settlement of its offering to institutional investors (the "Offering"). The
Company's ticker is "ABL".
The Offering was priced at GBP 2.50 per share and comprised 35,000,000 newly
issued shares. The new shares issued represent 33.33% of the Company's enlarged
share capital. On Admission, the Company had 105,000,002 shares in issue and a
market capitalisation, at the placing price, of GBP 262 million.
Credit Suisse Securities (Europe) Limited acted as Global Coordinator, Sole
Bookrunner and Lead Manager of the Offering, and Nominated Adviser to Ablon. The
Company has granted an over allotment option to the Lead Manager of up to
5,250,000 shares. The option is exercisable until 2 March 2007 and would
increase the Offering from approximately 33.33% to 36.51% of the Company's
post-offering share capital.
The definitions of the terms used in this release are included in the Admission
Document which was published on 2 February 2007.
For further information, please contact:
Ablon Group Limited Shared Value Limited
Daniel Avidan, CFO Matthew Hooper /
Tel. +36 1 225 6600 Nicolas Duperrier
Tel. +44 (0)20 7321 5010
ablon@sharedvalue.net
Credit Suisse Securities (Europe) Limited
Richard Crawley / Saydam Salaheddin
Tel. +44 (0)20 7888 8888
NOTES TO EDITORS
Founded in 1993 in Budapest (Hungary), the Group has successfully completed
properties at 13 locations comprising 15 completed projects (including two
completed projects that have been sold) and currently has properties at 19
locations comprising 34 development projects (including properties being
developed in multiple phases) in Budapest (Hungary), Prague (Czech Republic) and
Bucharest (Romania). Its portfolio comprises a diversified mix of office,
residential, retail, logistics and hotel developments valued at EUR 405.8
million by King Sturge, an independent valuation firm, as at 30 September
2006(1). Ablon has to date developed approximately 140,000 square meters of real
estate and its current development projects are expected to comprise
approximately a further 690,900 square meters. For the nine months ended 30
September 2006, Ablon generated gross rental income of EUR 6.7 million and
generated gross residential income of EUR 2.7 million.
Over the last ten years, Ablon Group has obtained bank financing for the
development of its projects exclusively from Volksbank and Investkredit (a
subsidiary of Volksbank). The Company intends to continue to benefit from its
relationship with the Volksbank Group. It may seek to refinance its portfolio
with the Volksbank Group and/or other financing providers in order to maximise
returns to all shareholders and to diversify and broaden its sources of
financing.
Ablon has appointed Dennis Twining as independent non-executive Chairman, and
Robert Glatter and Gerald Williams as the Company's two other independent
non-executive Directors. Dennis Twining is also Chairman of the UK Management
Committee of INVESCO Asset Management, whilst Robert Glatter was a Senior
Partner of Blick Rothenberg, Chartered Accountants and Gerry Williams is the
Chief Executive Officer of the Bachmann Group.
This document is an advertisement 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 any securities. Investors should not subscribe for or
purchase any shares referred to in this document except on the basis of
information in the admission document proposed to be issued in due course by the
Company in connection with the admission of its ordinary shares to AIM. In the
event of any discrepancy between this document and the admission document, the
admission document will prevail. It is not the purpose of this document to
provide, and you may not rely on this document as providing, a complete and
comprehensive analysis of the Company's financial or commercial position or
prospects.
Some of the information in this press release may contain projections or other
forward-looking statements regarding future events or the future financial
performance of the Company. You can identify forward looking statements by terms
such as "expect", "believe", "anticipate", "estimate", "intend", "will",
"could", "may" or "might", the negative of such terms or other similar
expressions. The Company wishes to caution you that these statements are only
predictions and that actual events or results may differ materially. The Company
does not intend to update these statements to reflect any events or
circumstances occurring after the date hereof or to reflect the occurrence of
unanticipated events except as may be required by applicable law and regulation.
Many factors could cause the actual results to differ materially from those
contained in projections or forward-looking statements of the Company,
including, among others, general economic conditions, the competitive
environment, market change in the real estate market, as well as many other
risks specifically related to the Company and its operations.
This announcement does not constitute an offer to sell or issue, or the
solicitation of an offer to buy or subscribe for ordinary shares in the Company
in any jurisdiction to whom or in which such offer or solicitation is unlawful
and, in particular, is not for release, publication or distribution in or into
the United States, Australia, Canada or Japan or (including their territories,
possessions and all areas or territories subject to their jurisdiction) or to
any national, resident or citizen of the United States of America, Canada,
Australia or Japan or to any corporation, partnership or other entity created or
organised under the laws thereof, or to any persons in any other country outside
the United Kingdom where such release, publication or distribution may lead to a
breach of any legal or regulatory requirement.
This document is not a prospectus and constitutes neither an offer for sale of
nor a solicitation to buy or subscribe for any securities of the Company in the
United States of America. The information contained herein is restricted and is
not for publication, distribution or release, directly or indirectly, in the
United States. The Offer Shares and any securities of the Company may not be
offered or sold in the United States absent registration or an exemption from
registration under the US Securities Act of 1933, as amended, and applicable
state laws. The Company has not registered and does not intend to register any
portion of the Offering in the United States or to conduct a public offering of
any securities in the United States. No money, securities or other consideration
is being solicited and if sent in response to the information contained herein,
will not be accepted.
This communication has been issued on behalf of the Company and is the sole
responsibility of the Company. The contents of this announcement have been
approved by Credit Suisse Securities (Europe) Limited of One Cabot Square,
London E14 4QJ ("Credit Suisse") solely for the purposes of section 21(2)(b) of
The Financial Services and Markets Act 2000. Credit Suisse is acting exclusively
for the Company and no-one else in connection with the Offering and will not be
responsible to anyone other than the Company for providing the protections
afforded to clients of Credit Suisse or for providing advice in relation to the
Offering, the contents of this announcement or any transaction or arrangement
referred to herein.
Credit Suisse's responsibilities as nominated adviser to the Company are owed
solely to the London Stock Exchange and are not owed to the Company or to any
Director or to any other person, whether in respect of any decision to acquire
shares in the Company, in relation to any part of this document or otherwise.
This document does not constitute a recommendation concerning the Offering. The
value of shares can go down as well as up. Past performance is not a guide to
future performance. Potential investors should consult a professional adviser as
to the suitability of the Offering for the investor concerned.
Stabilisation/FSA
(1) The King Sturge valuation reports are presented as at 30 September 2006 and
therefore do not include the Ablon group's two recently acquired properties in
Bucharest, which the Company has valued at their combined cost of EUR 15.7
million.
For more information and to contact AFX: www.afxnews.com andwww.afxpress.com
Wed, 07 Feb 2007 14:50:08 +0000
- JSC Polymetal - Pricing Announcement
RNS Number:8838Q
JSC Polymetal07 February 2007 Not for release, publication or distribution in the United States, Australia, Canada or Japan 7 February, 2007 JSC POLYMETAL OFFER PRICE SET AT us$ 7.75 PER SHARE/GDR MARKET CAPITALISATION OF us$2.44 BILLION
JSC Polymetal (the "Company"), the world's largest primary silver producer and
Russia's third largest gold producer, today announces that the offer price forits Initial Public Offering (the "Global Offering") has been set at US$7.75 foreach ordinary share and global depositary receipt (GDR). This implies a marketcapitalisation at pricing of approximately US$2.44 billion.
The Global Offering comprises 38.0 million existing ordinary shares in the formof ordinary shares and GDRs (excluding the exercise of the over-allotmentoption) and 40 million new ordinary shares in the form of GDRs, with one GDRrepresenting an interest in one ordinary share. The existing shares are beingoffered by Nafta Moskva (Cyprus) Limited (the "Selling Shareholder"), part of aleading Russian financial investment group. The Global Offering representsapproximately 24.8 per cent of the Company's issued ordinary share capital,after giving effect to the total Global Offering.
The Selling Shareholder has granted an over-allotment option to Deutsche Bank AG
London Branch, Merrill Lynch International and UBS Limited as Joint Bookrunners,exercisable for a period of up to 30 days from today, to purchase or procurepurchasers for up to 10.0 million additional GDRs.
The ordinary shares and GDRs have been placed with a broad range ofinstitutional investors following an international roadshow. The preliminaryprospectus was published on 24 January 2007.
Conditional dealings will commence on the London Stock Exchange today under theticker symbol PMTL. Admission and commencement of unconditional dealings on the
London Stock Exchange are expected to take place on 12 February 2007.
Commencement of trading on RTS and MICEX is currently expected to take place onor about 7 and 9 February 2007, respectively.
Deutsche Bank AG London Branch, Merrill Lynch International and UBS Limitedacted as Joint Bookrunners for the offering, with RBC Capital Markets acting as
Co-Lead Manager.
Commenting on today's announcement, Vitaly Nesis, Polymetal's CEO, said:"Polymetal's compelling investment case has proved to be very attractive toinstitutional investors. The combination of our impressive portfolio of highquality silver and gold assets, with low cash costs, plus our track record ofdeveloping greenfield sites into active mines and strong exploration anddevelopment pipeline has been instrumental in achieving an over-subscribed IPO.
We look forward to keeping our new shareholders updated on progress inimplementing our growth strategy."2006 Production results overview
The 12 month results for 2006 show a 4% decrease in mined ore to 2,600,000tonnes compared with the same period in 2005. This decrease was primarily due toa 6% drop in open pit mined ore to 2,113,000 tonnes. At the same time, oremined from underground operations increased 5% to 487,000 tonnes. This increasewas primarily due to higher mined volumes at the Company's flagship Dukat mine.
Processed ore increased 15% for 2006 (compared to 2005) to reach 2,890,000tonnes. This increase can primarily be attributed to two factors: the increasein production capacity from 500k to 600k tpa at Khakanja and production growthat Voro's Stage II (primary ore processing). During the 12 months of 2006, goldproduction rose 5% to 256 th. oz. Again this was primarily due to increasedgold production at Voro, as a result of increased processing capacity at stage
II of the plant. The Company's silver production declined 9% in the reportedperiod to 17.3 mln. oz. This was due to lower average head grades at the Lunnoyeand Khakanjinskoye deposits.
For more information please contact.
Polymetal
Bree Schuette, Director of International Investor Relations +7 911 777 1804email: bschuette@polymetal.ru
Website: www.polymetal.ru
Financial Dynamics
Jon Simmons +44 207 831 3113
Michael Guerin +7 495 795 0623
GLOBAL OFFERING STATISTICS
Offer price per ordinary share/GDR $7.75
Market capitalisation at pricing $2.44 billion
Number of existing ordinary shares sold in the Global Offering (offered as shares or GDRs) 38.0 million
Number of new ordinary shares sold in the Global Offering (offered as GDRs) 40.0 million
Number of ordinary shares in issued share capital, after giving effect to the total Global 315.0 million
Offering
Gross proceeds of the Global Offering receivable by the Selling shareholder $294.5 million
Gross proceeds of the Global Offering receivable by the company $310.0 million
Number of GDRs subject to the over-allotment option 10.0 million
Note to editors:
Polymetal is a market leader in the global silver industry and a recognisedleader in the Russian gold industry. The Company is vertically integrated andis engaged in production and exploration, and has an engineering, as well as alogistics and maintenance subsidiary.
Polymetal's key strengths include:* proven development and operational track record* its position as a leading precious metals producer* exceptional mine portfolio with low cash costs* in-house geological and engineering expertise* attractive growth pipeline of development and exploration projects* experienced management team and highly skilled employees.
Polymetal's strategy is to create shareholder value by continuing to consolidateand strengthen its position as a leading precious metals producer whilemaintaining an attractive profitability profile. Key elements of this strategyinclude maintaining profitability while increasing production at existingoperations; acquiring new exploration licences and development projects;continuing to commission new mines and develop exploration projects; maximisingbenefits from the strategic alliance with AngloGold Ashanti; and focusing oncontinuous development of the Company's human capital.***
This press release does not constitute or form part of any offer or invitationto sell, or any solicitation of any offer to purchase nor shall it (or any partof it) or the fact of its distribution, form the basis of, or be relied on inconnection with, any contract therefor. The offer and the distribution of thispress release and other information in connection with the listing and offer incertain jurisdictions may be restricted by law and persons into whose possessionany document or other information referred to herein comes should informthemselves about and observe any such restriction. Any failure to comply withthese restrictions may constitute a violation of the securities laws of any suchjurisdiction.
Any purchase of or application for the securities referred to herein should onlybe made on the basis of the information contained in the final prospectus to beissued in connection with the Offering. The price and value of, and incomefrom, such securities may go up as well as down. Persons needing advice shouldconsult a professional adviser.
These materials are not an offer for sale of any securities in the United
States. Securities may not be offered or sold in the United States absentregistration or an exemption from registration under the U.S. Securities Act of1933, as amended. The issuer of any securities referred to herein has notregistered, and does not intend to register, any portion of the offering in the
United States, and does not intend to conduct a public offering of anysecurities in the United States.
This document is only being distributed to and is only directed at (i) personswho are outside the United Kingdom or (ii) to investment professionals fallingwithin Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (the "Order") or (iii) high net worth companies, and otherpersons to whom it may lawfully be communicated, falling within Article 49(2)(a)to (d) of the Order (all such persons in (i), (ii) and (iii) above togetherbeing referred to as "relevant persons"). The Securities are only available to,and any invitation, offer or agreement to subscribe, purchase or otherwiseacquire such securities will be engaged in only with, relevant persons. Anyperson who is not a relevant person should not act or rely on this document orany of its contents. Stabilisation/FSA.
This document is an advertisement and is not a prospectus for the purposes of
Directive 2003/71/EC (such Directive, together with any applicable implementingmeasures in the United Kingdom under such Directive, the "Prospectus
Directive"). A prospectus prepared pursuant to the Prospectus Directive isintended to be published, which, when published, can be obtained from the
Company. Investors should not subscribe for any securities referred to in thisdocument except on the basis of information contained in the prospectus.
In any EEA Member State that has implemented the Prospectus Directive, thiscommunication is only addressed to and is only directed at qualified investorsin that Member State within the meaning of the Prospectus Directive.
This press release is not a public offer or advertisement of securities in the
Russian Federation, and is not an offer, or an invitation to make offers, topurchase, sell, exchange or transfer any securities in the Russian Federation orto or for the benefit of any Russian person or entity. Information contained inthis document is not an offer, or an invitation to make offers, sell, purchase,exchange or transfer any securities in Russia or to or for the benefit of any
Russian person, and does not constitute an advertisement of the securities in
Russia. The GDRs have not been and will not be registered in Russia and are notintended for "placement" or "circulation" in Russia.
Joint Global Coordinators and Joint Bookrunners are acting for the Company andthe Selling Shareholder in connection with the listing and offering and for noone else and will not be responsible to anyone other than the Company and the
Selling Shareholder for providing the protections afforded to customers of thebookrunners or for providing advice in relation to the listing, offering, thecontents of this announcement or any matters referred to herein.*** Not for release, publication or distribution in the United States, Australia, Canada or Japan ***
This release includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by theuse of forward-looking terminology, including the words "targets", " believes","expects", "aims", "intends", "will", "may", "anticipates", "would", "could" or"should" or similar expressions or, in each case their negative or othervariations or by discussion of strategies, plans, objectives, goals, futureevents or intentions. These forward-looking statements all include matters thatare not historical facts. By their nature, such forward-looking statementsinvolve known and unknown risks, uncertainties and other important factorsbeyond the Company's control that could cause the actual results, performance orachievements of the Company to be materially different from future results,performance or achievements expressed or implied by such forward-lookingstatements. Such forward-looking statements are based on numerous assumptionsregarding the Company's present and future business strategies and theenvironment in which the Company will operate in the future. Forward-lookingstatements are not guarantees of future performance. Many factors that couldcause the Company's actual results, performance or achievements to differmaterially from those expressed in such forward-looking statements. Theseforward-looking statements speak only as at the date of this release. The
Company expressly disclaims any obligation or undertaking to disseminate anyupdates or revisions to any forward-looking statements contained herein toreflect any change in the Company's expectations with regard thereto or anychange in events, conditions or circumstances on which any such statements arebased. This information is provided by RNS The company news service from the London Stock Exchange
END
NRASSWFLWSWSEEE
For more information and to contact AFX: www.afxnews.com andwww.afxpress.com
Wed, 07 Feb 2007 14:31:38 +0000
- JSC Sitronics - Pricing of IPO
RNS Number:8457Q
JSC Sitronics07 February 2007 THE INFORMATION CONTAINED IN THIS ANNOUNCEMENT IS RESTRICTED AND NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE IN AUSTRALIA, CANADA, JAPAN, THE RUSSIAN FEDERATION OR THE UNITED STATES SITRONICS ANNOUNCES PRICING OF IPO Part I
MOSCOW, 7 February 2007 - JSC SITRONICS ("SITRONICS"), a leading provider oftelecommunication solutions, including software, equipment and systemsintegration, IT solutions and microelectronic solutions in Russia and the
Commonwealth of Independent States with a strong presence in Central and Eastern
Europe and a growing presence in the Middle East and Africa announced today thatit has set the price of its offering (the "Offering"), of ordinary shares and
Global Depositary Receipts ("GDRs") representing interests in its shares.
SITRONICS intends to list its GDRs on the London Stock Exchange. The ordinaryshares are listed on the RTS Stock Exchange and the Moscow Stock Exchange. The
Offering is subject to receipt of all necessary regulatory approvals by the UK
Financial Services Authority.
Details of the Offering are as follows:- The price for the Offering (the "Offer Price") has been set at U.S.$0.24 per Share and U.S.$12.00 per Global Depositary Receipt ("GDR"), with each GDR representing an interest in 50 ordinary shares.- The Offer Price results in SITRONICS having a market capitalization of approximately U.S.$2.3 billion (before exercise of the over-allotment option).- SITRONICS has also granted the underwriters an over-allotment option in respect of an additional 125 million Shares in the form of GDRs.- SITRONICS' free float will amount to approximately 17.5% of the Company's issued share capital (before exercise of the over-allotment option).- The share mix in the Offering (before exercise of the over-allotment option) will be 92.5% primary and 7.5% secondary.- SITRONICS' GDRs will trade on the London Stock Exchange under the ticker symbol "SITR".- SITRONICS' shares are listed on the Moscow Stock Exchange and RTS under the ticker symbol "SITR".
SITRONICS intends to use approximately 50% of the proceeds from the Offering foracquisitions, including for the consolidation of minority interests in itssubsidiaries, 25% of the proceeds for the repayment of debt and the remaining25% of the proceeds for general corporate purposes, including for thedevelopment of new projects and for working capital.
Mr. Alexander Goncharuk, chairman of our Board of Directors, said "We aredelighted with the level of interest in the offering from a broad range ofinvestors in Russia, Europe and the United States. We are now looking forward tothe next stage of SITRONICS' strategic development".
Credit Suisse, Goldman Sachs International and Renaissance Capital are acting as
Joint Global Coordinators and Bookrunners of the Offering. HSBC is acting as
Co-Lead Manager.
SITRONICS
Alexander Boreyko, Investor Relations Director +7 495 225-98-26 +7 916 105-83-35
GAVIN ANDERSON & CO
Byron Ousey +44 207 554 1400
Dick Millard
Daniel Hunter
Michael Turner
ABOUT SITRONICS
SITRONICS is a leading provider of telecommunication solutions, includingsoftware, equipment and systems integration, IT solutions and microelectronicsolutions in Russia and the Commonwealth of Independent States with a strongpresence in Central and Eastern Europe and a growing presence in the Middle
East and Africa.
SITRONICS serves over 3,500 clients, maintains offices in 25 countries andexports its products and services to more than 60 countries. SITRONICS has over10,000 employees of which approximately 4,600 are involved in research anddevelopment.
SITRONICS key business operations are based in Prague, Czech Republic and
Athens, Greece for its telecommunication solutions division and in Kiev, Ukraineand Zelenograd, Russia, for its IT solutions and microelectronic solutionsdivisions, respectively.
For the nine months ended 30 September 2006, SITRONICS's revenues and OIBDA(1)were $1,049.8 million and $114.7 million, respectively. As of 30 September 2006,
SITRONICS had total assets of approximately $1.6 billion.
SITRONICS is majority owned by Sistema, a leading consumer services holdingcompany in Russia and CIS.
SITRONICS has developed strategic alliances in its home markets with Cisco
Systems, STMicroelectronics, Infineon and Giesecke & Devrient in relation tocertain products and services. SITRONICS has vendor relationships with Siemens,
Ericsson, Motorola, ORACLE, Intel, Sun Microsystems and Microsoft. Key customersinclude Sistema group companies, such as MTS, Comstar UTS and MTT, and also OTE,
Cosmote, Vodafone, Ericsson, Arcelor Mittal (formerly Mittal Steel), Banca
Intesa and TCL of China.___________________________(1) OIBDA is Operating Income Before Depreciation and Amortization___________________________ * * *
Some of the information in this press release may contain projections or otherforward-looking statements regarding future events or the future financialperformance of SITRONICS. You can identify forward-looking statements by termssuch as "expect," "believe," "anticipate," "estimate," "intend," "will,""could," "may" or "might" the negative of such terms or other similarexpressions. These statements are only predictions and actual events or resultsmay differ materially. We do not intend to or undertake any obligation to updatethese statements to reflect events and circumstances occurring after the datehereof or to reflect the occurrence of unanticipated events. Many factors couldcause the actual results to differ materially from those contained in ourprojections or forward-looking statements, including, among others, generaleconomic conditions, our competitive environment, risks associated withoperating in Russia, rapid technological and market change in our industries,and other factors specifically related to SITRONICS and its operations.
This document does not constitute or form part of any offer or invitation tosell or issue, or any solicitation of any offer to purchase or subscribe for,any shares or other securities of SITRONICS, nor shall any part of it nor thefact of its distribution form part of or be relied on in connection with anycontract or investment decision relating thereto, nor does it constitute arecommendation regarding the securities of SITRONICS.
This press release is not for distribution, directly or indirectly, in or intothe United States (including its territories and dependencies, any State of the
United States and the District of Columbia), Australia, Canada, Japan or the
Russian Federation. This press release is not an offer for sale of anysecurities in the United States. Securities may not be offered or sold in the
United States absent registration or an exemption from registration under the US
Securities Act of 1933, as amended, and the rules and regulations thereunder.
SITRONICS has not registered and does not intend to register any portion of anyoffering of securities in the United States or to conduct a public offering ofany securities in the United States.
This announcement is an advertisement and not a prospectus and investors shouldnot subscribe for or purchase any shares or other securities referred to in thisannouncement except on the basis of information in the prospectus which isintended to be published by SITRONICS in due course in connection with theadmission of GDRs representing the SITRONICS's shares to the Official List ofthe UK Financial Services Authority. Such prospectus will, followingpublication, be available in a printed form at the registered office of
SITRONICS.
This document does not constitute an offer of securities to the public in the
United Kingdom. This communication is directed only at (i) persons who areoutside the United Kingdom or (ii) persons who have professional experience inmatters relating to investments falling within Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") and(iii) high net worth entities, and other persons to whom it may lawfully becommunicated, falling within Article 49(2) of the Order (all such personstogether being referred to as "relevant persons"). Any investment activity towhich this communication relates will only be available to and will only beengaged with, relevant persons. Any person who is not a relevant person shouldnot act or rely on this document or any of its contents.
In any EEA Member State that has implemented Directive 2003/71/EC (together withany applicable implementing measures in any Member State, the "Prospectus
Directive") this communication is only addressed to qualified investors in that
Member State within the meaning of the Prospectus Directive.
This press release is not an offer, or an invitation to make offers, sell,purchase, exchange or transfer any GDRs in the Russian Federation or to thebenefit of any Russian person, and does not constitute an advertisement of the
GDRs in the Russian Federation and must not be passed on to third parties orotherwise be made publicly available in the Russian Federation. The GDRs havenot been and will not be registered in the Russian Federation and are notintended for "placement" or "public circulation" in the Russian Federation.
Stabilization / FSA Part II Appendix - Further Details of the Offering
Capitalized terms used but not defined herein shall have the meanings given tothem in the preliminary prospectus dated January 22, 2007.
The Offering* The offering consisted of 1,675,000,000 ordinary shares, consisting of 1,549,839,200 newly issued shares by Sitronics to be placed in the form of GDRs and 125,160,800 ordinary shares to be placed by Alexander Goncharuk (85,000,000 shares), Gennady Krasnikov (38,000,000 shares) and Alexander Titov (2,160,800 shares) in the form of shares (assuming no exercise of the over-allotment option by the Underwriters). The offer price per share is US$0.24 and the offer price per GDR is US$12.00. One GDR represents (and carries the right to vote) 50 shares.* In connection with the offering, Sitronics has granted to the Underwriters an over-allotment option, exercisable within 30 days of today's date, to purchase up to an additional 125,000,000 ordinary shares in the form of GDRs at the offer price, solely to cover over-allotments in the offering.* The net proceeds that Sitronics will receive from the offering, after deducting underwriting commissions, fees and expenses incurred by Sitronics in connection with the offering, will be approximately US$352.6 million (assuming the Underwriters do not exercise the over-allotment option).* Sitronics intends to use approximately 50% of the proceeds from the Offering for acquisitions, including for the consolidation of minority interests in its subsidiaries, 25% of the proceeds for the repayment of indebtedness and the remaining 25% of the proceeds for general corporate purposes, including for the development of new projects and for working capital.* As adjusted for the offering and assuming the Underwriters do not exercise the over-allotment option, Sitronics' share capital consists of