Last checked at 26 Nov 2010 13:42
Chesnara plc
NOT FOR RELEASE PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR THE UNITED STATES
Chesnara plc
Result of Placing raising approximately £26.7 million at a Placing Price of 200 pence per Placing Share
Chesnara plc ("Chesnara" or "the Company") is pleased to announce the successful completion of the placing of new ordinary shares and treasury shares announced earlier today (the "Placing").
A total of 10,458,877 new ordinary shares of 5 pence each in the Company (the "New Shares") and 2,897,183 ordinary shares of 5 pence each held in treasury (the "Treasury Shares") (together the "Placing Shares") have been placed by Collins Stewart Europe Limited ("Collins Stewart") and Panmure Gordon (UK) Limited ("Panmure Gordon") with institutional investors at a price of 200 pence per Placing Share (the "Placing Price").
The gross proceeds of the Placing will be approximately £26.7 million. The New Shares and the Treasury Shares represent approximately 9.99 per cent. and 2.77 per cent. respectively of the issued ordinary share capital (including shares held in treasury) of Chesnara prior to completion of the Placing. The Placing Shares will represent approximately 11.6% per cent. of the enlarged issued share capital (including shares held in treasury) of Chesnara immediately following completion of the Placing.
The New Shares will, when issued, be credited as fully paid and will rank equally in all respects with the existing ordinary shares of 5 pence each in the share capital of Chesnara, including the right to receive all dividends and other distributions declared, made or paid after the date of issue of the New Shares. Following completion of the Placing, the enlarged issued share capital of the Company will be 115,047,662 ordinary shares of 5 pence each (including shares held in treasury).
As part of the Placing, certain Directors of the Company have agreed to subscribe for Placing Shares. The number of Placing Shares subscribed by each Director and their resultant interest in the enlarged ordinary share capital of the Company is set out below:
Director/PDMR | Existing holding of ordinary shares | Number of Placing Shares subscribed for | Total number of ordinary shares following the Placing | % enlarged issued ordinary share capital |
Graham Kettleborough | 42,600 | 15,500 | 58,100 | 0.05% |
Mike Gordon | -- | -- | -- | |
Frank Hughes | 5,163 | 669 | 5,832 | 0.01% |
Terry Marris | 52,708 | 5,000 | 57,708 | 0.05% |
Peter Mason | 17,500 | 2,268 | 19,768 | 0.02% |
Ken Romney | 50,476 | 20,000 | 70,476 | 0.06% |
Peter Wright | 20,000 | 50,000 | 70,000 | 0.06% |
Application will be made to the FSA (in its capacity as UK Listing Authority) for the New Shares to be admitted to the Official List maintained by the FSA and to trading by the London Stock Exchange plc on its main market for listed securities (together "Admission").
It is expected that Admission will take place and that trading in the Placing Shares will commence at 8.00 a.m. on 1 December 2010. The Placing remains conditional upon, amongst other things, Admission taking place no later than 1 December 2010 (or such later time as may be agreed between the Company, Collins Stewart and Panmure Gordon) and on the placing agreement between the Company, Collins Stewart and Panmure Gordon and dated today's date becoming unconditional and not being terminated prior to Admission.
Enquiries
Chesnara plc | |
Graham Kettleborough, Chief Executive
| +44 (0) 7799 407519 |
Collins Stewart - joint bookrunner and joint corporate broker Adrian Hadden Tom Hulme Matt Goode
Panmure Gordon - joint bookrunner and joint corporate broker Hugh Morgan Tom Nicholson Giles Stewart | +44 (0) 207 523 8350
+44 (0) 207 459 3600
|
Cubitt Consulting | |
Michael Henman | +44 (0) 207 367 5100 |
Samantha Boston |
Important Information
The information contained in this announcement is not for publication or for release or distribution in whole or in part in, into or from the United States, Canada, Japan, South Africa, Australia or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction.
The Placing Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act") or under the securities laws of any state or other jurisdiction of the United States and may not be offered, sold, resold or delivered, directly or indirectly, in or into the United States absent registration under the Securities Act, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Placing Shares are being offered and sold outside the United States only in offshore transactions in accordance with Regulation S under the Securities Act. No public offering of the Placing Shares is being made in the United States.
This announcement does not constitute an offer to sell or issue or a solicitation of an offer to buy or subscribe for Placing Shares in any jurisdiction including, without limitation, the United States, Canada, Australia, Japan, South Africa or any other jurisdiction in which such offer or solicitation is or may be unlawful.
Collins Stewart Europe Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting as joint bookrunner and joint corporate broker exclusively for Chesnara plc and is acting for no-one else in connection with the Placing and will not be responsible to anyone other than Chesnara plc for providing the protections afforded to clients of Collins Stewart Europe Limited nor for providing advice in connection with the Placing, or any other matter referred to in this announcement.
Panmure Gordon (UK) Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting as joint bookrunner and joint corporate broker exclusively for Chesnara plc and for no one else in connection with the Placing and will not be responsible to anyone other than Chesnara plc for providing the protections afforded to clients of Panmure Gordon (UK) Limited or for affording advice in relation to the Placing, or any other matters referred to in this announcement.