12 Mar 2015 09:42
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO CANADA, JAPAN, MALAYSIA, THE REPUBLIC OF SOUTH AFRICA, SWITZERLAND, THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL.
The following announcement was issued today to a Regulatory Information Service approved by the Financial Conduct Authority in the United Kingdom.
MANDARIN ORIENTAL INTERNATIONAL LIMITED
PUBLICATION OF PROSPECTUS
12th March 2015 - Further to the announcement by Mandarin Oriental International Limited (the 'Company') on Thursday, 5th March 2015 relating to the Rights Issue, the Company announces that the Prospectus in respect of the proposed Rights Issue was approved on Thursday, 12th March 2015 by the UK Listing Authority and has been published on the Company's website at http://www.mandarinoriental.com/investors/regulatory-announcements/.
A copy of the Prospectus has been submitted to the National Storage Mechanism and will be available for inspection at www.morningstar.co.uk/uk/nsm.
For further information, please contact:
Mandarin Oriental Hotel Group International Limited
Stuart Dickie (852) 2895 9288
J.P. Morgan Cazenove
Joint Corporate Broker
Ed Squire / Bronson Albery (44) 20 7742 4000
UBS
Joint Corporate Broker
Stuart Mackay (852) 2971 8888
David James (44) 20 7567 8421
THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND DOES NOT CONSTITUTE A PROSPECTUS OR PROSPECTUS EQUIVALENT DOCUMENT. NOTHING IN THIS ANNOUNCEMENT SHOULD BE INTERPRETED AS A TERM OR CONDITION OF THE RIGHTS ISSUE. ANY DECISION TO PURCHASE, OTHERWISE ACQUIRE, SUBSCRIBE FOR, SELL OR OTHERWISE DISPOSE OF ANY NEW ORDINARY SHARES MUST BE MADE ONLY ON THE BASIS OF THE INFORMATION CONTAINED IN AND INCORPORATED BY REFERENCE INTO THE PROSPECTUS. COPIES OF THE PROSPECTUS WILL BE AVAILABLE ON PUBLICATION FROM THE OFFICE OF THE GROUP MANAGEMENT COMPANY, MANDARIN ORIENTAL HOTEL GROUP INTERNATIONAL LIMITED, AT 7TH FLOOR, 281 GLOUCESTER ROAD, CAUSEWAY BAY, HONG KONG AND ON THE COMPANY'S WEBSITE: WWW.MANDARINORIENTAL.COM/INVESTORS/REGULATORY-ANNOUNCEMENTS/.
J.P. Morgan Cazenove is authorized by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom. J.P. Morgan Cazenove is acting as corporate broker for the Company and is acting for no one else in connection with the Rights Issue and will not regard any other person as a client in relation to the Rights Issue and will not be responsible to anyone other than the Company for providing the protections afforded to its clients, or for providing advice in connection with the Rights Issue or any other matter, transaction or arrangement referred to in this announcement.
UBS is authorized and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom. UBS is acting as corporate broker for the Company and is acting for no one else in connection with the Rights Issue and will not regard any other person as a client in relation to the Rights Issue and will not be responsible to anyone other than the Company for providing the protections afforded to its clients, or for providing advice in connection with the Rights Issue or any other matter, transaction or arrangement referred to in this announcement.
The Rights Issue is being underwritten by Jardine Strategic Holdings Limited ('Jardine Strategic').
This announcement has been issued by, and is the sole responsibility of, the Company. Apart from the responsibilities and liabilities, if any, which may be imposed on Jardine Strategic, J.P. Morgan Cazenove and UBS under the Financial Services and Markets Act 2000 or the regulatory regime established thereunder or any other applicable regulatory regime, none of Jardine Strategic, J.P. Morgan Cazenove or UBS accepts any responsibility or liability whatsoever and makes no representation or warranty, express or implied, in relation to the contents of this announcement, including its accuracy, completeness or verification or for any other statement made or purported to be made by them, or on their behalf, in connection with the Company, the Nil Paid Rights, the Nil Paid Rights Allocations, the New Ordinary Shares or the Rights Issue. Jardine Strategic, J.P. Morgan Cazenove and UBS accordingly disclaim, to the maximum extent permitted by law, all and any responsibility and liability, whether arising in tort, contract or otherwise, which they might otherwise be found to have in respect of this announcement or any such statement.
The information contained herein is restricted and is not for release, publication or distribution, directly or indirectly, in whole or in part in, into or from Canada, Japan, Malaysia, the Republic of South Africa, Switzerland, the United States (the 'Restricted Territories') or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. The securities to be issued in connection with the Rights Issue (the 'Securities') have not been and will not be registered under the securities laws of such jurisdictions and may not be offered, sold, taken up, exercised, resold, renounced, transferred or delivered, directly or indirectly, within such jurisdictions except pursuant to an exemption from and in compliance with any applicable securities laws.
This announcement is for information purposes only and does not constitute or form part of any offer to issue or sell, or the solicitation of an offer to acquire, purchase or subscribe for, any securities in any jurisdiction and should not be relied upon in connection with any decision to subscribe for or acquire any of the Securities. In particular, this announcement does not constitute or form part of any offer to issue or sell, or the solicitation of an offer to acquire, purchase or subscribe for, any securities in the Restricted Territories or any other jurisdiction in which such an offer or solicitation would be unlawful.
Certain statements, beliefs and opinions in this document are forward-looking, which reflect the Company's or, as appropriate, the Company's directors' current expectations and projections about future events. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the plans and events described herein. Forward-looking statements contained in this document regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. You should not place undue reliance on forward-looking statements, which speak only as of the date of this announcement.
This announcement and the information contained herein does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The Securities have not been and will not be registered under the US Securities Act of 1933 (the 'Securities Act'), and may not be offered or sold in or into the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Securities will not be registered under or offered in compliance with applicable securities laws of any state, province, territory, county or jurisdiction of the United States or the other Restricted Territories. Accordingly, unless an exemption under the relevant securities law is applicable, the Securities may not be offered, sold, taken up, exercised, renounced, resold, delivered or distributed, directly or indirectly, in or into the United States or the other Restricted Territories or any other jurisdiction if to do so would constitute a violation of the relevant laws of, or require registration thereof in, such jurisdiction. There will be no public offering of the Securities in the United States.
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