22 Dec 2016 07:00
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO AUSTRALIA, CANADA, JAPAN, NEW ZEALAND AND SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION
22 December 2016
Electra Private Equity PLC
Results of Tender Offer
Electra Private Equity PLC (the "Company") today announces the final results of the Tender Offer, details of which were set out in the circular to Shareholders published by the Company on 8 November 2016 (the "Circular"). The Tender Offer closed at 6.00 p.m. on 21 December 2016.
The Strike Price is 4,650 pence and a total of 1,987,768 Ordinary Shares were validly tendered under the Tender Offer. Accordingly all valid tenders will be satisfied in full and the total consideration payable under the Tender Offer is £92,431,212.
It is anticipated that the proceeds payable to the Company's Qualifying Shareholders for the certificated Ordinary Shares purchased under the Tender Offer will be despatched in the form of cheques from 30 December 2016 and that CREST account holders will have their CREST accounts credited from 23 December 2016. Shareholders on the Register on 16 December 2016 will also be paid the interim dividend of 110 pence per Ordinary Share on 19 January 2017.
As set out in the Circular, the Ordinary Shares will be purchased by Morgan Stanley pursuant to the Tender Offer and the Company will buy back such Ordinary Shares from Morgan Stanley (assuming that the put option or call option is exercised under the Tender Offer and Option Agreement entered into between Morgan Stanley, HSBC and the Company). The Company intends to cancel such Ordinary Shares following such repurchase, thereby reducing its total share capital from 40,270,531 Ordinary Shares to 38,282,763 Ordinary Shares (of which no Ordinary Shares will be held in treasury).
On a pro-forma basis the impact of the Tender Offer on the net asset value per Ordinary Share as at 30 September 2016 (unadjusted for events after that date other than the Tender Offer) would be to increase it from 5,149 pence to 5,175 pence.
Neil Johnson (Chairman) commented:
"The Board is gratified to note that the results of the tender offer suggest shareholders have confidence in the strategic direction of the Company. As indicated previously, the Board will consult with Shareholders over its future capital allocation policy and the utilisation of its current and future cash resources."
Capitalised terms used in this announcement (unless otherwise defined) have the same meaning as ascribed to them in the Circular.
This announcement contains inside information.
For further information, please contact:
HSBC Bank plcSimon AlexanderAlex ThomasThomas PinksTel +44 20 7991 8888
Morgan StanleyAndrew FosterSam McLennanRichard BrownTel: +44 20 7425 8000
Brunswick Group LLPGill Ackers/Kim FletcherElectra@brunswickgroup.comTel: +44 20 7404 5959
Gavin MansonChief Financial OfficerElectra Private Equity PLC
This announcement does not constitute or form part of any offer or invitation to sell, or any solicitation of any offer to purchase or subscribe for any Ordinary Shares 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 therefor.
HSBC and Morgan Stanley, each of whom is authorised by the Prudential Regulation Authority and regulated by the Prudential Regulation Authority and the Financial Conduct Authority, are acting for the Company and no one else in connection with the Tender Offer and the Rule 9 Waiver Resolution and HSBC and Morgan Stanley, their affiliates and their respective directors, officers, employees and agents will not regard any other person as their client, nor will they be responsible to anyone other than the Company for providing the protections afforded to their clients nor for providing advice in connection with the Tender Offer, the Waiver or any other matters or arrangements referred to in this announcement.