5 Aug 2009 07:00
5 August 2009
INTERMEDIATE CAPITAL GROUP PLC RESULTS OF RIGHTS ISSUE
Intermediate Capital Group PLC ("ICG") today announces that as at 11.00 a.m. on 4 August 2009, being the latest date for receipt of valid acceptances, it has received valid acceptances in respect of 296,476,255 New Ordinary Shares representing approximately 98% of the total number of New Ordinary Shares offered to Qualifying Shareholders pursuant to the terms of a 7 for 2 Rights Issue announced by ICG on 2 July 2009.
The Rights Issue was fully underwritten by J.P. Morgan Securities Ltd. on behalf of J.P. Morgan Cazenove, RBS Hoare Govett, Credit Suisse, Lloyds Corporate Markets and HSBC.
In accordance with the arrangements set out in Part III of the Prospectus, J.P. Morgan Cazenove, RBS Hoare Govett and Credit Suisse will use reasonable endeavours to procure acquirers for the balance of New Ordinary Shares not validly taken up in the Rights Issue. A further announcement as to the number of New Ordinary Shares for which acquirers have been procured will be made in due course.
Definitions used in the prospectus relating to the Rights Issue dated 2 July 2009 (the "Prospectus") shall have the same meaning when used in this announcement, unless defined herein.
For more information contact:
Analyst / Investor enquiries:
ICG +44 (0) 20 7448 5876
Jean-Christophe Rey, Investor Relations
J.P. Morgan Cazenove +44 (0) 20 7588 2828
Conor Hillery
Laurence Hollingworth
Mike Collar
RBS Hoare Govett Limited +44 (0) 20 7678 8000
Bob Cowdell
Luke Simpson
Stephen Bowler
Lee Morton (Syndicate)
Credit Suisse +44 (0) 20 7888 8888
Alex Phillips
Chris Byrne
Indy Bhattacharyya
Media enquiries:
ICG +44 (0) 20 7448 4156
Amanda Fong
Corporate Communications
M: Communications
Charlotte Kirkham, Tim Draper +44 (0) 20 7153 1531
This announcement has been prepared by Intermediate Capital Group PLC (the "Company") whose registered office is at 20 Old Broad Street, London, EC2N 1DP United Kingdom. The Company is registered in England and Wales with registered no. 2234775. Each of RBS Hoare Govett Limited ("RBS Hoare Govett"), J.P. Morgan Securities Limited ("J.P. Morgan Securities"), J.P. Morgan Cazenove Limited ("J.P. Morgan Cazenove"), Credit Suisse Securities (Europe) Limited ("Credit Suisse"), Lloyds TSB Bank plc ("Lloyds Corporate Markets") and HSBC Bank plc ("HSBC") (together, the "Banks"), is authorised and regulated in the United Kingdom by the FSA and is acting exclusively for the Company in connection with the Rights Issue and not for any other person and will not be responsible to any other person for providing the protections afforded to their respective customers, or for providing advice in relation to the Rights Issue, or for the contents of or matters referred to in this announcement. Apart from the responsibilities and liabilities, if any, which may be imposed on any of the Banks by FSMA or the regulatory regime established thereunder, none of the Banks accepts any responsibility whatsoever for the contents of this announcement including its accuracy, completeness or verification or for any other statement in connection with the Company, the Nil Paid Rights, the Fully Paid Rights, the New Ordinary Shares or the Rights Issue, and nothing in this announcement is, or shall be relied upon as, a promise, warranty or representation in any such respect. Accordingly, each of the Banks disclaim, to the fullest extent permissible by law, all and any liability whatsoever, whether arising in tort, contract or otherwise (save as referred to above), which any of them might otherwise have in respect of this announcement.
This announcement is for information purposes only and does not constitute an invitation to underwrite, subscribe for or otherwise acquire or dispose of any Nil Paid Rights, Fully Paid Rights or New Ordinary Shares and shall not form the basis of, or be relied upon in connection with, any contract to purchase or subscribe for any Nil Paid Rights, Fully Paid Rights or New Ordinary Shares. Past performance is no guide to future performance and any investment decision to take up or buy Nil Paid Rights, Fully Paid Rights or New Ordinary Shares must be made solely on the basis of publicly available information. Persons needing advice should consult an independent financial adviser.
This announcement is not for publication or distribution, directly or indirectly, in or into the United States, Australia, Canada, Japan or the Republic of South Africa or any jurisdiction in which the same would be unlawful. This announcement is for information only and does not constitute an offer or invitation to take up, acquire or dispose of Nil Paid Rights, Fully Paid Rights or New Ordinary Shares in the United States or any jurisdiction in which the same would be unlawful. The New Ordinary Shares, the Nil Paid Rights and the Fully Paid Rights have not been and will not be registered under the U.S. Securities Act of 1933, as amended, (the "Securities Act") or under any securities laws of any State or other jurisdiction of the United States and may not be offered, sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, within the United States. There will be no public offer of Nil Paid Rights, Fully Paid Rights or New Ordinary Shares in the United States. The securities are being offered and sold only outside the United States in transactions exempt from the registration requirements of the Securities Act in reliance on Regulation S under the Securities Act. The securities will also not be registered under the applicable securities laws of Canada, Japan, The Republic of South Africa or Australia or any other jurisdiction where to do so might constitute a violation of relevant securities laws or regulations of such jurisdiction and, subject to certain exemptions, may not be offered, sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, within such jurisdictions except pursuant to an applicable exemption from and in compliance with any applicable securities laws. There will be no offer of the securities in Canada, Japan, The Republic of South Africa or Australia or any other jurisdiction where to do so might constitute a violation of relevant securities laws or regulations of such jurisdiction. The distribution of this announcement and the offering or sale of the Nil Paid Rights, Fully Paid Rights or New Ordinary Shares in certain jurisdictions may be restricted by law. No action has been taken by ICG, J.P. Morgan Cazenove, J.P. Morgan Securities Ltd. ("JPMSL"), RBS Hoare Govett, Credit Suisse, Lloyds Corporate Markets and HSBC that would permit an offering of such Nil Paid Rights, Fully Paid Rights or New Ordinary Shares or possession or distribution of this announcement or any other offering or publicity material relating to such Nil Paid Rights, Fully Paid Rights or New Ordinary Shares in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required by ICG, J.P. Morgan Cazenove, JPMSL, RBS Hoare Govett, Credit Suisse, Lloyds Corporate Markets and HSBC to inform themselves about, and to observe, any such restrictions.
Neither the content of ICG's website nor any website accessible by hyperlinks on ICG's website is incorporated in, or forms part of, this announcement.
This announcement has been issued by and is the sole responsibility of Intermediate Capital Group PLC.