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21 Oct 2013 17:00
Press Release
For immediate release
21 October 2013
MedicX Fund Limited
("MedicX Fund", the "Fund" or the "Company")
Update on the Issue
and
Extraordinary General Meeting results
Update on the Issue
The Board of Directors of MedicX Fund Limited, (LSE: MXF) (the "Company"), the specialist primary care infrastructure investor in modern purpose-built primary healthcare properties in the United Kingdom, is pleased to announce that the Placing, Open Offer and Offer for Subscription (together, the "Issue") of new ordinary shares (the "New Ordinary Shares") at an issue price of 75p per New Ordinary Share, has been substantially oversubscribed.
As a result, the Company expects to issue a total of 85,000,000 New Ordinary Shares at the Issue Price, of which 20,000,000 (being the minimum stated in the Prospectus) will be immediately bought back by the Company at the Issue Price and held in treasury (the "Treasury Shares") to satisfy demand under the scrip dividend scheme and to be issued into the market for general corporate purposes.
Offer for Subscription
5,000,000 New Ordinary Shares were available under the Offer for Subscription. Applications were received for 4,563,465 New Ordinary Shares, and will be satisfied in full.
Open Offer
A total of 45,745,250 New Ordinary Shares were available under the Open Offer. Applications were received for a total of 47,621,760 New Ordinary Shares, of which 17,859,932 were applied for under the Excess Application Facility.
The balance of 436,535 New Ordinary Shares not taken up under the Offer for Subscription have been made available to satisfy applications under the Open Offer's Excess Application Facility.
Excess Applications have been scaled back pro rata to Shareholders' holdings on the Record Date.
Placing
The Placing is substantially over-subscribed with orders received well in excess of the 14,254,750 New Ordinary Shares available thereunder.
Allocations under the Placing will be confirmed by Canaccord Genuity Limited on the morning of Tuesday, 22 October 2013 whereupon New Ordinary Shares will be issued to investors (subject to Admission) on a T+3 basis, with settlement occurring on Friday, 25 October 2013 (being Admission).
Application has been made for the New Ordinary Shares to be admitted to the premium segment of the Official List of the UK Listing Authority and to trading on the main market for listed securities of the London Stock Exchange. Dealings in the New Ordinary Shares are expected to commence on 25 October 2013. The New Ordinary Shares, when issued and fully paid, will rank pari passu with the existing Ordinary Shares.
Capitalised terms used in this announcement shall have the meanings attributed to them in the prospectus published by the Company on 25 September 2013.
Results of the EGM
The Board of MedicX Fund Limited is pleased to announce that at the Extraordinary General Meeting of its Shareholders held at 10:00 a.m. on 21 October 2013, the resolutions were duly passed as special resolutions without amendment by the required majority. The details of each resolution are as follows:
1. SPECIAL RESOLUTION | IT WAS RESOLVED that the directors of the Company from time to time (the "Board") be and are generally authorised to allot up to 85,000,000 Ordinary Shares (within the meaning given in the Company's Articles of Incorporation (the "Articles")) for cash, and in accordance with Article 13.5, the provisions contained in Article 13.3 of the Articles (rights of pre-emption) shall not apply to any such allotment, provided that: (a) this authorisation shall (unless previously revoked, varied or renewed by the Company) expire on the conclusion of the Company's next annual general meeting, to be held in 2014, save that the Company may make prior to such expiry an offer or agreement which would or might require shares to be allotted after expiry of such period and the Board may allot shares pursuant to such an offer or agreement notwithstanding the expiry of the authority given by this resolution; and (b) this power shall be limited to the allotment of ordinary shares in the Company's capital in connection with the Placing, Open Offer and Offer for Subscription (as such terms are defined in the prospectus issued by the Company dated 25 September 2013, a copy of which is produced to the meeting and initialled by the Chairman for the purposes of identification).
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In Favour -113,913,111 (100.0%)
Against - 1,050 (0.0%)
Withheld - nil
| |
2. SPECIAL RESOLUTION | THAT the issue by the Company of between 20,000,000 and up to 30,000,000 New Ordinary Shares (as defined in the prospectus issued by the Company dated 25 September 2013, a copy of which is produced to the meeting and initialled by the Chairman for the purposes of identification) to Canaccord Genuity Limited at the Issue Price on terms that they will be purchased back (by way of a market acquisition within the meaning of section 316 of the Companies (Guernsey) Law, 2008, as amended) by the Company at the Issue Price and held in treasury be and is hereby approved PROVIDED THAT this authority shall expire on 29 November 2013 (save that the Company may prior to such expiry make an offer to purchase shares for delivery to the Company after 29 November 2013).
|
In Favour - 113,913,111 (100.0%)
Against - 1,050 (0.0%)
Withheld - nil
|
Notes:
· The votes "for" the resolution are calculated as the aggregate of proxy instructions voting "for" the resolution and the votes at the Chairman's discretion.
· A vote "withheld" is not a vote in law and is not calculated in the proportion of the votes "for" and "against" the resolution.
· The total number of voting rights at the proxy deadline was 274,906,714.
For further information please contact:
MedicX Fund +44 (0) 1481 723 450
David Staples, Chairman
MedicX Group +44 (0) 1483 869 500
Keith Maddin, Chairman
Mike Adams, Chief Executive Officer
Mark Osmond, Chief Financial Officer
Canaccord Genuity Limited +44 (0) 20 7523 8000
Andrew Zychowski / Lucy Lewis
Buchanan +44 (0) 20 7466 5000
Charles Ryland / Sophie McNulty
Information on MedicX Fund Limited
MedicX Fund Limited is a specialist primary care infrastructure investor in modern, purpose-built primary healthcare properties in the United Kingdom, listed on the London Stock Exchange, with a portfolio comprising 122 properties.
The Investment Adviser to the Company is MedicX Adviser Ltd, which is authorised and regulated by the Financial Conduct Authority and is a subsidiary of the MedicX Group. The MedicX Group is a specialist investor, developer and manager of healthcare properties with 31 people operating across the UK.
The Company's website address is www.medicxfund.com. Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.
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