Empiric Regulatory News (ESP)

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES OF AMERICA, CANADA, JAPAN, AUSTRALIA OR SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT OR ANY COPY OF IT.

THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS. THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM PART OF, AND SHOULD NOT BE CONSTRUED AS, ANY OFFER FOR SALE OR SUBSCRIPTION OF, OR SOLICITATION OF ANY OFFER TO BUY OR SUBSCRIBE FOR, ANY SHARES IN THE COMPANY OR SECURITIES IN ANY OTHER ENTITY, IN ANY JURISDICTION, INCLUDING THE UNITED STATES, 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 INVESTMENT DECISION WHATSOEVER, IN ANY JURISDICTION. THIS ANNOUNCEMENT DOES NOT CONSTITUTE A RECOMMENDATION REGARDING ANY SECURITIES. ANY INVESTMENT DECISION MUST BE MADE EXCLUSIVELY ON THE BASIS OF THE PROSPECTUS PUBLISHED BY THE COMPANY.

17 March 2016

Empiric Student Property plc

("Empiric" or the "Company" or, together with its subsidiaries, the "Group")

RESULT OF PLACING, OPEN OFFER AND OFFER FOR SUBSCRIPTION

The Board of Directors of Empiric Student Property plc (ticker: ESP) is pleased to announce the results of the initial tranche of the Company's Share Issuance Programme comprising a Placing, Open Offer and Offer for Subscription (the "Initial Issue").

Investor demand for the Initial Issue has significantly exceeded the targeted size of £90 million. The Board, after careful consideration and in consultation with its Joint Financial Advisers, has determined to increase the size of the Initial Issue to £125 million at which level the Initial Issue remains oversubscribed. 

A total of 116,279,070 Shares will be issued at a price of 107.5 pence per Share (the "Issue Price"), of which 37,908,011 Shares will be issued pursuant to the Open Offer, 9,553,369 Shares will be issued pursuant to the Offer for Subscription and 68,817,690 Shares will be issued under the Placing. 

All valid applications under the Open Offer (including Excess Applications) have been met in full. A scaling back exercise has been undertaken with respect to applications received pursuant to the Placing and the Offer for Subscription.

The net proceeds of the Initial Issue will be used to invest in the Company's pipeline of high quality, purpose-built student accommodation assets comprising a mix of operating properties and properties under development across multiple locations in the UK.

A total of 48,720,930 Shares remain available for issuance under the Company's Share Issuance Programme which expires on 28 February 2017.

Commenting on today's announcement, the Rt Hon the Baroness Dean of Thornton-le-Fylde, Chairman, said:

"We have been delighted by the response from investors to this fundraising. Our existing shareholders continue to provide us with strong support whilst we have also attracted a wide range of new investors to the Company from the UK, US and the Netherlands."

Paul Hadaway, Chief Executive, commented:

"The Company has a strong and attractive investment pipeline of centrally located operating properties and properties under development in prime university cities and towns across the UK and we expect to commit the net proceeds of this fundraising by July 2016.

The widespread nature of investor interest in this fundraising, coupled with the forthcoming inclusion of Empiric in the EPRA indices from 21 March, should continue to assist in broadening the liquidity of our Shares."

The Initial Issue is conditional, amongst other things, upon the passing of the Resolutions at the General Meeting to be held today, Admission of the Shares occurring no later than 8.00 a.m. on 21 March 2016 (or such later time and/or date as the Company and Jefferies may agree) and the Share Issuance Programme Placing Agreement not being terminated and becoming unconditional in accordance with its terms. If these conditions are not met, the Initial Issue will not proceed and an announcement to that effect will be made via a Regulatory Information Service.

Jefferies International Limited ("Jefferies") and Akur Limited ("Akur") are acting as Joint Financial Advisers and Jefferies is acting as Sponsor, Sole Global Coordinator and Bookrunner in relation to the Initial Issue.

Admission to the Official List

Application has been made for all of the new Shares to be issued pursuant to the Initial Issue to be admitted to the premium listing segment of the Official List of the FCA and to be admitted to trading on the London Stock Exchange's main market for listed securities ("Initial Admission"). It is expected that Initial Admission will become effective, and that dealings in the new Shares will commence, on 21 March 2016.

Total Voting Rights

Immediately following Initial Admission, the Company's issued share capital will consist of 501,279,071 Shares with voting rights. This figure may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

Expected Timetable

The dates and times specified in this announcement are subject to change without further notice. All references to times in this announcement are to London time unless otherwise stated.

DEALING CODES

For further information on the Company, please contact:

Further information on Empiric can be found on the Company's website at www.empiric.co.uk.

Notes:

Empiric Student Property plc is a leading provider and operator of modern, direct-let, premium student accommodation across the UK. Investing in both operating and development assets, the Company focuses on quality, with assets generally in prime central locations in top university cities and towns in the UK, attracting international students and/or those studying beyond first year, in particular, postgraduates. For the 2015/16 academic year, Empiric's customer base comprised 69% international students from 98 countries. 78% of the Company's customers were students beyond their first year of study.

The Company, an internally managed real estate investment trust ("REIT") incorporated in England and Wales, listed on the premium listing segment of the Official List of the Financial Conduct Authority and was admitted to trading on the main market for listed securities of the London Stock Exchange in June 2014.

IMPORTANT NOTICE

This announcement is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia), Australia, Canada, South Africa, New Zealand or Japan. The distribution of this announcement may be restricted by law in certain jurisdictions 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.

This announcement does not contain or constitute an offer for sale of, or the solicitation of an offer or an invitation to buy or subscribe for, Shares to any person in the United States, Australia, Canada, South Africa, New Zealand or Japan or in any jurisdiction to whom or in which such offer or solicitation is unlawful.

The Company will not be registered under the US Investment Company Act of 1940, as amended. In addition, the Shares referred to herein have not been and will not be registered under the US 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 or sold in the United States or to or for the account or benefit of US persons absent registration or an exemption from the registration requirements of the Securities Act and in compliance with any applicable State securities laws. There will be no public offer of the Shares in the United States, Australia, Canada, South Africa, New Zealand or Japan.

The offer and sale of Shares referred to herein has not been and will not be registered under the applicable securities laws of any state, province or territory of Australia, Canada, South Africa, New Zealand or Japan. Subject to certain exceptions, the Shares referred to herein may not be offered or sold in Australia, Canada, South Africa, New Zealand or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada, South Africa, New Zealand or Japan.

Jefferies and Akur are authorised and regulated by the Financial Conduct Authority. Each of Jefferies and Akur are acting exclusively for the Company and no-one else in connection with the Initial Issue and the Share Issuance Programme. They will not regard any other person as their respective clients in relation to the subject matter of this announcement and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, nor for providing advice in relation to the contents of this announcement or any transaction, arrangement or other matter referred to herein.

None of the Company, Jefferies, Akur and any of their respective affiliates accepts any responsibility or liability whatsoever for/or makes any representation or warranty, express or implied, as to this announcement, including the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of the announcement or its contents or otherwise arising in connection therewith. The Company, Jefferies, Akur and their respective affiliates accordingly disclaim all and any liability whether arising in tort, contract or otherwise which they might otherwise have in respect of this announcement or its contents or otherwise arising in connection therewith.