International Public Partnerships Regulatory News (INPP)

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR PUBLICATION, RELEASE, OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN, OR INTO, THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, SOUTH AFRICA OR ANY JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL OR TO U.S. PERSONS. THE INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE INCLUDING IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND OR SOUTH AFRICA OR TO U.S. PERSONS.

9 May 2017

Result of Placing, Open Offer and Offer for Subscription

~ £330m raised following significant over subscription ~

Further to the announcement on 12 April 2017, International Public Partnerships Limited ("INPP" or the "Company") is pleased to announce that the Company has successfully completed its Placing, Open Offer and Offer for Subscription (together, the "Initial Issue").

Due to significant oversubscription from new and existing investors and after conducting a significant scaling-back exercise for non-pre-emptive allocations, the Board of the Company has elected to issue the maximum New Shares available under the Initial Issue, raising gross proceeds of £330 million. The level of additional demand exceeded by three times the original targeted capital raising of £250 million.

The Proceeds of the issue will be used in repayment of the Company's cash drawn portion of its existing debt facility (of which approximately £342 million is currently utilised, with £255.5 million cash drawn and £86.5 million committed in respect of letters of credit) and then, to the extent not required for repayment, to acquire further investments which include investment commitments already made by the Company. 

The Initial Issue was very significantly supported by existing shareholders with a 93 per cent take up of the Open Offer and Excess Application Facility. The high level of support from existing investors has meant the Company was unable to meet in full the demand from both existing and new investors for additional shares in the Company.

Rupert Dorey, Chairman of INPP, said: "The significant oversubscription of INPP's latest capital raising demonstrates the continued demand for the Company's investment case, in providing shareholders with predictable, long-term and substantially inflation-linked returns from investment in long-term assets. The Company continues to offer its shareholders a highly visible and balanced pipeline of new opportunities, the outlook for which remains strong".

In undertaking the allocation process the Company has made every effort to balance the needs between current and prospective shareholders with particular reference to those existing long-standing investors who have supported the Company through its growth. The Company looks forward to developing similar long-term relationships with its new shareholders.

Applications will be made for the 220,000,000 New Shares to be admitted to the premium segment of the Official List of the UK Listing Authority and to trading on the London Stock Exchange plc's main market for listed securities ("Admission"). Admission is expected to become effective, and dealings in the New Shares are expected to commence, at 8.00 a.m. on 11 May 2017. The issue of the New Shares is conditional on Admission becoming effective by not later than this time or such later date as may be provided for in the Issue Agreement and on the Issue Agreement becoming otherwise unconditional in all respects, and not being terminated in accordance with its terms, before Admission becomes effective.

A total of 220,000,000 New Shares will be issued at a price of 150 pence per Share, of which 82,091,082 Shares will be issued pursuant to the Open Offer, 16,362,639 Shares will be issued pursuant to the Excess Application Facility, 12,755,143 Shares will be issued pursuant to the Offer for Subscription and 108,791,136 Shares will be issued under the Placing.

Following this issue, the Company's issued share capital will comprise 1,347,421,076 ordinary shares. 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 Guidance and Transparency Rules.

Unless otherwise defined, capitalised words and phrases in this Announcement shall have the meaning given to them in the Prospectus dated 12 April 2017.

Expected Timetable

For further information:

Erica Sibree

Amber Fund Management Limited

+44 (0)20 7939 0558

Hugh Jonathan

Numis Securities Limited

+44 (0)20 7260 1000

Ed Berry / Mitch Barltrop

FTI Consulting

+44 (0)203 727 1046/1039 

IMPORTANT NOTICES

This Announcement contains Inside Information as defined under the Market Abuse Regulation (EU) No. 596/2014.

This Announcement has been issued by and is the sole responsibility of the Company.

This Announcement is for information purposes only and does not constitute an invitation to subscribe for or otherwise acquire or dispose of securities in the Company in any jurisdiction. The information contained in this Announcement is for background purposes only and does not purport to be full or complete. This announcement does not constitute or form part of any offer to issue or sell, or any solicitation of any offer to subscribe or purchase any investments nor shall it (or the fact of its distribution) form the basis of, or be relied on in connection with, any contract therefor.

No representation or warranty express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Numis Securities Limited or by any of its respective affiliates or agents as to or in relation to, the accuracy or completeness of this Announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefore is expressly disclaimed.

This Announcement and the information contained herein is not for publication, release or distribution, directly or indirectly, in or into the United States, Australia, Canada, Japan, New Zealand or South Africa or any jurisdiction in which the same would be unlawful. This announcement does not constitute an offer to sell or issue or the solicitation of an offer to buy or acquire shares in the capital of the Company in the United States, Australia, Canada, Japan, New Zealand or South Africa or any jurisdiction in which such an offer or solicitation is unlawful.

Shares in the Company have not been, nor will be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or under the applicable securities laws of any other jurisdiction of the United States, and accordingly, subject to certain exceptions, may not be offered or sold directly or indirectly in or into the United States, or to or for the account or benefit of any U.S. person (within the meaning of Regulation S under the Securities Act). The Company has not been and will not be registered under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act") and investors will not be entitled to the benefits of that Act. In addition, relevant clearances have not been, and will not be, obtained from the securities commission (or equivalent) of any province of Australia, Canada, Japan, New Zealand or South Africa and, accordingly, unless an exemption under any relevant legislation or regulations is applicable, none of the Ordinary Shares or the New Ordinary Shares may be offered, sold, renounced, transferred or delivered, directly or indirectly, in Australia, Canada, Japan, New Zealand or South Africa.

Certain statements in this Announcement are forward-looking statements which are based on the Company's expectations, intentions and projections regarding its future performance, anticipated events or trends and other matters that are not historical facts. These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Given these risks and uncertainties, prospective investors are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date of such statements and, except as required by applicable law, the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

The information contained in this Announcement is subject to change without notice and neither the Company nor Numis assume any responsibility or obligation to update publicly or review any of the forward-looking statements contained herein.

Numis Securities Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting for the Company and is acting for no-one else in connection with the Initial Issue.

Amber Fund Management Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, acts as Investment Adviser to the Company and is acting for no-one else in connection with the Initial Issue.