read this10 Jan 2013 22:56
IP2IPO Limited has agreed to subscribe for 107,500,000 Firm Placing Shares at the Issue Price and a maximum of 17,156,591 Open Offer Shares at the Issue Price, subject to clawback in respect of valid applications by Qualifying Shareholders under the Open Offer; and
· ORA (Guernsey) Limited has agreed to subscribe for 105,500,000 Firm Placing Shares at the Issue Price and a maximum of 17,156,591 Open Offer Shares at the Issue Price, subject to clawback in respect of valid applications by Qualifying Shareholders under the Open Offer.
The 124,656,591 New Ordinary Shares to be issued to IP2IPO Limited (assuming the maximum number of New Ordinary Shares available for subscription by IP2IPO Limited under the Placing is subscribed for) will represent 29.95 per cent of the Enlarged Issued Share Capital. The 122,656,591 New Ordinary Shares to be issued to ORA (Guernsey) Limited (assuming the maximum number of New Ordinary Shares available for subscription by ORA (Guernsey) Limited under the Placing is subscribed for) will represent 29.47 per cent of the Enlarged Issued Share Capital. Together with the 2,000,000 New Ordinary Shares to be issued to Michael Bretherton, who is considered to be a concert party of ORA (Guernsey) Limited, the total holding of both ORA (Guernsey) Limited and Michael Bretherton (assuming the maximum number of New Ordinary Shares available for subscription by ORA (Guernsey) Limited under the Placing is subscribed for) will represent 29.95% per cent. the Enlarged Issued Share Capital.
Sarasin & Partners LLP has agreed to subscribe for 10,000,000 Firm Placing Shares at the Issue Price and a maximum of 14,943,321 Open Offer Shares at the Issue Price, subject to clawback in respect of valid applications by Qualifying Shareholders under the Open Offer. As a Qualifying Shareholder, Sarasin & Partners LLP is also entitled to subscribe for 3,243,497 Open Offer Shares at the Issue Price. It has irrevocably committed to subscribe for such number of Open Offer Shares and has irrevocably undertaken not to apply for additional Open Offer Shares under the Excess Application Facility. The 32,488,976 New Ordinary Shares to be issued to Sarasin & Partners LLP (assuming the maximum number of New Ordinary Shares available for subscription by Sarasin & Partners LLP under the Placing is subscribed for) will represent 7.81 per cent. of the Enlarged Issued Share Capital. Sarasin & Partners LLP has also irrevocably undertaken to vote its 4,302,158 Existing Ordinary Shares representing 4.99 per cent of the Existing Ordinary Shares in favour of the Resolutions.
Each of the Firm Placees (other than Sarasin & Partners LLP who is an existing shareholder) has agreed, subject to customary exceptions, that it will not dispose of any New Ordinary Shares acquired pursuant to the Fundraise for a period of 12 months after Admission without the prior written consent of the Company and Investec.