Terrace Hill Group PLC Results of Placing (7094F)
April 28 2014 - 1:28PM
UK Regulatory
TIDMTHG
RNS Number : 7094F
Terrace Hill Group PLC
28 April 2014
THIS ANNOUNCEMENT AND THE INFORMATION HEREIN IS RESTRICTED AND
IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, OUTSIDE OF THE UNITED KINGDOM,
INCLUDING IN OR INTO AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF
SOUTH AFRICA OR THE UNITED STATES OR ANY OTHER JURISDICTION IN
WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL.
THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS AND
INVESTORS SHOULD NOT SUBSCRIBE FOR OR PURCHASE ANY SECURITIES
REFERRED TO IN THIS ANNOUNCEMENT EXCEPT ON THE BASIS OF INFORMATION
CONTAINED IN THE PROSPECTUS.
This announcement is for information purposes only and shall not
constitute an offer to sell or issue or the solicitation of an
offer to buy, subscribe for or otherwise acquire any new ordinary
shares of Terrace Hill Group plc in any jurisdiction in which any
such offer or solicitation would be unlawful.
28 April 2014
Terrace Hill Group plc (the "Company")
(to be re-named Urban&Civic plc)
Results of Placing to raise GBP170 million through a placing of
75,555,556 Placing Shares at 225 pence per Share
On 28 April 2014, the Company issued a prospectus (the
"Prospectus") relating to its proposed acquisition of
Urban&Civic Holdings S.a.r.l ("Urban&Civic"), proposed
placing to raise gross proceeds of GBP170 million and proposed
admission to the standard listing segment of the Official List and
to trading on the London Stock Exchange's Main Market for listed
securities.
The Company today announces that 75,555,556 new Ordinary Shares
will be issued pursuant to the Placing raising gross proceeds of
GBP170m.
The Placing is conditional on, among other things, the passing
of the Resolution at the General Meeting to be held at 9.00am on 14
May 2014.
Application will be made for the Enlarged Share Capital to be
admitted to the standard listing segment of the Official List of
the Financial Conduct Authority and to trading on the Main Market
of the London Stock Exchange ("Admission"). It is expected that
Admission will become effective and dealings in the Ordinary Shares
will commence at 8.00 a.m. on 22 May 2014. Following Admission the
Ordinary Shares will trade under the ticker symbol UANC (ISIN:
GB00BKT04W07).
Nigel Hugill , Executive Chairman of Urban&Civic commented:
"I would like to thank all those that applied for stock and
contributed to our being substantially over subscribed. We took the
decision early to raise only what we thought we could invest
quickly and resisted the temptation to increase the size of the
issue when it became clear that we would enjoy strong support.
People evidently have long memories and we will start with a
gratifying spread of predominantly sector specialist investors. We
shall do everything that we can to deliver on the resulting
expectations."
Unless otherwise defined, the terms used in this Announcement
shall have the same meaning as set out in the Prospectus.
For further information please contact:
Terrace Hill Group plc 020 7631 1666
Philip Leech
Jon Austen
Urban&Civic 020 7569 1600
Nigel Hugill
Robin Butler
Ernst & Young 020 7951 2000
(Financial adviser to Terrace Hill)
Julie Green
Scott Orr
J.P. Morgan Cazenove 020 7742 4000
(Financial adviser to Urban&Civic and Joint Bookrunner to
the Enlarged Group)
Robert Fowlds
Bronson Albery
Oriel Securities 020 7710 7600
(Nominated adviser to Terrace Hill and Joint Bookrunner to the
Enlarged Group)
Mark Young
David Arch
FTI Consulting 020 3727 1000
(Financial Public Relations advisor)
Richard Sunderland
Stephanie Highett
Nick Taylor
Will Henderson
IMPORTANT NOTICE
THE MATERIAL SET FORTH IS FOR INFORMATIONAL PURPOSES ONLY AND IS
NOT INTENDED, AND SHOULD NOT BE CONSTRUED, AS AN OFFER OF
SECURITIES FOR SALE IN THE UNITED STATES OR ANY OTHER JURISDICTION.
SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT
REGISTRATION OR AN EXEMPTION FROM REGISTRATION. THE SECURITIES OF
THE COMPANY DESCRIBED HEREIN HAVE NOT BEEN AND WILL NOT BE
REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE
"SECURITIES ACT"), OR THE LAWS OF ANY STATE OF THE UNITED STATES OR
ANY JURISDICTION THEREOF, AND MAY NOT BE OFFERED, SOLD, RE-SOLD,
TRANSFERRED OR DELIVERED, DIRECTLY OR INDIRECTLY, IN OR INTO THE
UNITED STATES, ABSENT REGISTRATION OR PURSUANT TO AN EXEMPTION
FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION
REQUIREMENTS OF THE SECURITIES ACT AND IN COMPLIANCE WITH THE
SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION IN THE UNITED
STATES.
The distribution of this announcement in jurisdictions other
than the United Kingdom may be restricted by law and, therefore,
any persons who are subject to the laws of any jurisdiction other
than the United Kingdom should inform themselves about, and
observe, any applicable requirements. Failure to comply with any
such restrictions may constitute a violation of the securities laws
of any jurisdiction.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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