Record Regulatory News (REC)

28 Nov 2007 07:01

Record PLC28 November 2007 NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE IN OR INTO THE UNITED STATES OFAMERICA, CANADA, AUSTRALIA OR JAPAN. Embargoed until 7am This announcement is an advertisement and not a prospectus and investors shouldnot subscribe for or purchase any shares referred to in this announcement excepton the basis of information in the prospectus expected to be published by Recordplc today in connection with the admission of the ordinary shares in the capitalof the Company to the Official List of the Financial Services Authority and totrading on the London Stock Exchange plc's main market for listed securities(the "London Stock Exchange"). Copies of the prospectus will, followingpublication, be available from the Company's registered office at Morgan House,Madeira Walk, Windsor, Berkshire, SL4 1EP and from the offices of Macfarlanes,10 Norwich Street, London EC4A 1BD. 28 November 2007 RECORD plc(the 'Company', the Company and its subsidiaries being 'Record' or the 'Group') ANNOUNCEMENT OF OFFER PRICE AND APPLICATION FOR LISTING ON THE LONDON STOCK EXCHANGE Record plc, a specialist currency investment manager and provider of currencyhedging services for institutional clients, today announces the price (the'Offer Price') of its initial public offering of ordinary shares (the 'OrdinaryShares') to certain institutional investors in the United Kingdom and elsewhereoutside the United States (the 'Offer') and its application for the OrdinaryShares to be admitted to listing on the Official List of the UK FinancialServices Authority and to trading on the London Stock Exchange's main market forlisted securities ('Admission'). JPMorgan Cazenove Limited ('JPMorgan Cazenove') is acting as sponsor to theCompany and sole bookrunner and broker in relation to the Offer. Highlights of the Offer • Offer Price of 160 pence per Ordinary Share. • Based on the Offer Price, the market capitalisation of the Company at the commencement of dealings will be approximately £354 million. • The Offer comprises 55,345,200 existing Ordinary Shares (excluding any exercise of the over-allotment option), which represents approximately 25 per cent. of the Company's issued share capital. • The gross proceeds of the Offer are expected to be approximately £88.6 million (before any exercise of the over-allotment option). The Company will not receive any proceeds from the Offer. • The selling shareholders (the 'Selling Shareholders') have granted an over-allotment option to JPMorgan Cazenove in connection with the Offer which may result in the sale of additional shares up to a maximum of 10 per cent. of the total number of shares comprised in the Offer at the Offer Price. • Conditional dealings are expected to commence on the London Stock Exchange at 8.00am today under the ticker symbol REC. Admission to the Official List of the Financial Services Authority and commencement of unconditional dealings is expected to take place at 8.00am on 3 December 2007. Commenting on today's announcement, Neil Record, Chairman and Chief ExecutiveOfficer, Record said: "We are delighted that we have successfully completed ourIPO in this challenging market environment. We will continue to focus onbuilding our business in managing currency for absolute return both in the UKand overseas and we look forward to updating our shareholders on our progress". For more information contact: Record plc Tel: + 44 (0)1753 852 222Neil Record, Chairman and Chief Executive OfficerPeter Wakefield, Chief Operating OfficerMike Timmins, Chief Financial Officer JPMorgan Cazenove Tel: +44 (0)20 7588 2828Nick GarrettLaurence HollingworthJames Wood-Collins Hogarth Tel: +44 (0)20 7357 9477Nick DentonJulian Walker Notes to Editors Background to Record plc Record plc is a specialist currency investment manager and provider of currencyhedging services for institutional clients. Founded in 1983, Record hasestablished a market leading position as a currency asset manager. Specifically,the Group has a leading position in managing currency for absolute return forinstitutional clients, a new asset class which the Directors expect to continueto increase in popularity with institutional investors, including definedbenefit pension schemes, both in the United Kingdom and overseas. The Group has three principal product lines: - currency for absolute return, in which Record enters into currency contracts for clients with the objective of generating positive returns; - active hedging, where Record seeks to eliminate the impact of currency movements on elements of clients' investment portfolios that are denominated in foreign currencies when these movements are expected to result in an economic loss to the client, but not to do so when they are expected to result in an economic gain; and - passive hedging, where Record seeks to eliminate fully the economic impact of currency movements on elements of clients' investment portfolios that are denominated in foreign currencies. Record managed $54.7 billion in assets under management equivalents ("AuME") asat 30th September 2007. Of this total, $28.5 billion was in respect of currencyfor absolute return, $4.2 billion in respect of active hedging and $18.6 billionin respect of passive hedging. As at 30th September 2007, Record also managed$3.4 billion of client cash and futures positions held by clients' custodiansand/or banks to support currency management activity for those clients. For the year ended 31st March 2007, Record had revenue of £35.2 million andoperating profit of £19.4 million. For the six months ended 30th September 2007,Record had revenue of £42.6 million and operating profit of £26.2 million. Any allocations under the Offer will be conditional on Admission. All dealings on the London Stock Exchange between commencement of conditional dealings and the commencement of unconditional dealings will be on a 'when issued' basis. If the Offer does not become unconditional, all such dealings will be of no effect and any such dealings will be at the sole risk of the parties concerned. In connection with the Offer, JPMorgan Cazenove, acting as stabilising manager,may, for stabilisation purposes, over-allot shares up to a maximum of 10 percent. of the total number of shares comprised in the Offer. For the purposes ofallowing JPMorgan Cazenove to cover short positions resulting from any suchover-allotments and/or from sales of shares effected by it during thestabilising period, the Selling Shareholders will grant to it an option (the'Over-allotment Option') pursuant to which, JPMorgan Cazenove may require suchSelling Shareholders to sell additional shares up to a maximum of 10 per cent.of the total number of shares comprised in the Offer at the offer price. TheOver-allotment Option is exercisable in whole or in part, upon notice byJPMorgan Cazenove, for 30 calendar days after the commencement of conditionaltrading of the shares on the London Stock Exchange. Any shares sold by suchSelling Shareholders following the exercise of the Over-allotment Option will besold on the same terms and conditions as the shares being sold and issued in theOffer and will form a single class for all purposes with the other shares. In connection with the Offer, JPMorgan Cazenove, as stabilising manager, or anyof its agents, may (but will be under no obligation to), to the extent permittedby applicable law, over-allot or effect other transactions intended to enable itto support the market price of the shares at a level higher than that whichmight otherwise prevail in the open market. The stabilising manager is notrequired to enter into such transactions and such transactions may be effectedon any stock market, over-the-counter market or otherwise. Such stabilisingmeasures, if commenced, may be discontinued at any time and may only be takenduring the period from commencement of conditional trading of the shares on theLondon Stock Exchange and ending no later than 30 days thereafter. Save asrequired by law or regulation, neither the stabilising manager nor any of itsagents intend to disclose the extent of any over-allotments and/or stabilisationtransactions under the Offer. This announcement constitutes an advertisement within the meaning of theProspectus Rules of the Financial Services Authority ("FSA") and is not aprospectus. This announcement does not constitute or form part of any offer ofsecurities, or constitute a solicitation of any offer to purchase or subscribefor securities. Investors should not purchase shares in the Company except onthe basis of information contained in the Prospectus which it is intended willbe approved by the FSA in accordance with the Prospectus Rules made undersection 73A of the Financial Services and Markets Act 2000 in connection withthe Offer and any supplement to that Prospectus. The Prospectus will containdetailed information about the Company and its management as well as financialstatements and other data. No representation or warranty, express or implied, is made or given by or onbehalf of the Company, JPMorgan Cazenove or any of their respective affiliatesor any of such person's directors, officers or employees or any other person asto the accuracy, completeness or fairness of the information or opinionscontained in this announcement and no responsibility or liability is accepted bysuch persons for any such information or opinions. This announcement and the information contained herein is not for publication,distribution or release in, or into, directly or indirectly, the United States,Canada, Australia, Japan or to US persons. The information contained herein doesnot constitute an offer of securities for sale in any jurisdiction, including inthe United States of America, Australia, Canada or Japan. This announcement, for which Record and its directors are solely responsible,has been approved by JPMorgan Cazenove solely for the purpose of section 21 ofthe Financial Services and Markets Act 2000. JPMorgan Cazenove, which is authorised and regulated in the United Kingdom bythe Financial Services Authority, is acting for Record and no one else inconnection with the proposed Offer and will not be responsible to any otherperson for providing the protections afforded to their respective clients or forproviding advice in relation to the Offer. This announcement does not constitute a recommendation concerning the Offer. Thevalue of securities can go down as well as up. Past performance is not a guideto future performance. Potential investors should consult a professional adviseras to the suitability of any Offer for the individual concerned. The securities under the Offer are not being registered under the United StatesSecurities Act of 1933, as amended and may not be offered or sold in the UnitedStates absent registration or an exemption from registration. No public offeringof securities of the Company is being made in the United States. This announcement includes forward-looking statements which are or may be deemedto be "forward-looking statements" . These forward-looking statements can beidentified by the use of forward-looking terminology, including the terms"targets", "believes", "estimates", "anticipates", "expects", "intends", "may","will" or "should" or, in each case, their negative or other variations orcomparable terminology. By their nature, forward-looking statements involverisks and uncertainties because they relate to events and depend oncircumstances that may or may not occur in the future. Forward-lookingstatements are not guarantees of future performance and actual events or resultsmay differ materially. The Company does not intend to update these statements toreflect events or circumstances occurring after the date hereof or to reflectthe occurrence of unanticipated events. Many factors could cause the actualresults to differ materially from those contained in projections or forwardlooking statements of the Company, including risks specifically related to theCompany and its operations. This information is provided by RNS The company news service from the London Stock Exchange