TIDMZPLA
RNS Number : 6976V
Zoopla Property Group PLC
01 February 2017
THIS ANNOUNCEMENT IS RESTRICTED AND IS NOT FOR RELEASE,
PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN
PART, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN,
SOUTH AFRICA OR ANY OTHER STATE OR JURISDICTION IN WHICH THE SAME
WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICE WITHIN THIS
ANNOUNCEMENT.
1 February 2017
Zoopla Property Group Plc
RESULTS OF EQUITY PLACING
Zoopla Property Group Plc (LSE: ZPLA) ("ZPG" or the "Company"),
owner of some of the UK's most trusted home-related digital
platforms including Zoopla, uSwitch, PrimeLocation and Property
Software Group, is pleased to announce the successful completion of
the placing announced on 31 January 2017 (the "Placing").
A total of 20,897,684 new ordinary shares in the Company (the
"Placing Shares") have been placed by Credit Suisse Securities
(Europe) Limited and Jefferies International Limited, acting as
joint global co-ordinators and joint bookrunners (the "Joint
Bookrunners") at a price of 365 pence per Placing Share (the
"Placing Price"), raising total gross proceeds of approximately
GBP76.3 million for the Company. The Placing Shares represent
approximately 5.0 per cent of the issued ordinary share capital of
ZPG prior to the Placing.
The Placing Shares will, when issued, be credited as fully paid
and rank pari passu in all respects with the existing ordinary
shares of 0.1 pence each in the capital of the Company, including
in respect of the right to receive all dividends and other
distributions declared, made or paid after the date of issue.
Applications have been made for the admission of the Placing
Shares to the premium listing segment of the Official List (the
"Official List") of the Financial Conduct Authority (the "FCA") and
to trading on the main market for listed securities of the London
Stock Exchange plc (the "London Stock Exchange") (together,
"Admission"). It is expected that Admission will become effective
at 8.00 a.m. on 3 February 2017. The Placing is conditional upon,
amongst other things, Admission becoming effective and the placing
agreement between the Company and the Joint Bookrunners not being
terminated in accordance with its terms.
As a result of the issue of the Placing Shares, the total number
of ordinary shares of 0.1 pence each in the capital of the Company
as at Admission will be 439,014,156. The Company holds 162,789
shares in treasury. Therefore, the total voting rights in the
Company as at Admission will be 438,851,367. This figure may be
used by shareholders as the denominator for the calculations by
which they may determine if they are required to notify their
interest in, or a change to their interest in, the Company under
the FCA's Disclosure Guidance and Transparency Rules.
This announcement contains inside information.
-S-
For further information, please contact:
Lawrence Hall, Head of Communications - lawrence.hall@zpg.co.uk
/ 07890 078 945
Rachael Malcolm, Head of Investor Relations -
rachael.malcolm@zpg.co.uk / 0203 8725 648
Jais Mehaji / James Isola, Maitland 020 7379 5151
Joint Global Co-ordinator and Joint Bookrunner - Credit Suisse:
+44 (0) 207 888 8888
Gillian Sheldon, Lewis Burnett, Omri Lumbroso
Joint Global Co-ordinator and Joint Bookrunner - Jefferies: +44
(0) 207 029 8000
Paul Nicholls, Lee Morton, Max Jones
About Zoopla Property Group (www.zpg.co.uk)
Zoopla Property Group Plc (LSE:ZPLA) ("ZPG") owns and operates
some of the UK's most trusted home-related digital platforms
including Zoopla, uSwitch, PrimeLocation and Property Software
Group. Our mission is to provide the most useful resources for
consumers when finding, moving or managing their home and be the
most effective partner for related businesses.
We help consumers to understand the property and home services
comparison markets and make smarter decisions, whilst helping
professionals to win more business and operate more effectively.
Our multi-brand, multi-channel approach creates a unique and
unrivalled proposition with our websites and mobile apps attracting
over 50 million visits per month and over 23,000 businesses using
our services.
Zoopla is the UK's most comprehensive property website, helping
consumers to research the market and find their next home by
combining hundreds of thousands of property listings with market
data and local information.
uSwitch is the UK's leading comparison website for home services
switching, helping consumers to find the best deal and save money
on their gas, electricity, broadband, TV, phone and personal
finance products.
PrimeLocation is one of the UK's leading property websites,
helping house-hunters in the middle and upper tiers of the market
explore and find their dream home from the top estate and letting
agents.
Property Software Group is the UK's largest supplier of software
and workflow solutions to the property industry with a portfolio of
brands including Alto, Jupix, CFP, Vebra, Core, Encore,
MyPropertyFile and MoveIT.
ZPG was founded in 2007 and has a highly experienced management
team, led by Founder & CEO, Alex Chesterman OBE.
IMPORTANT NOTICE
This Announcement is issued by and is the sole responsibility of
the Company.
This Announcement and the information contained herein is not
for release, publication or distribution, directly or indirectly,
in whole or in part, in, into or within the United States
(including its territories and possessions, any State of the United
States and the District of Columbia), Australia, Canada, Japan or
South Africa, or any other jurisdiction where to do so might
constitute a violation of the relevant laws or regulations of such
jurisdiction.
This Announcement does not constitute or form part of any offer
or any solicitation to purchase or subscribe for securities in the
United States.
The securities referred to herein have not been, and will not
be, registered under the US Securities Act of 1933, as amended (the
" Securities Act"), and may not be offered or sold in the United
States absent registration or an exemption from registration under
the Securities Act. There will be no public offer of securities in
the United States.
The Placing Shares have not been and will not be registered
under the applicable securities laws of Australia, Canada, Japan or
South Africa and, subject to certain exceptions, may not be offered
or sold, directly or indirectly, in Australia, Canada, Japan or
South Africa. There will be no public offering of the Placing
Shares in Australia, Canada, Japan or South Africa or
elsewhere.
This Announcement does not constitute, or purport to include the
information required of, a disclosure document under Chapter 6D of
the Australian Corporations Act 2001 (the "Corporations Act") or a
product disclosure statement under Chapter 7 of the Corporations
Act and will not be lodged with the Australian Securities and
Investments Commission. No offer of securities is made pursuant to
this Announcement in Australia except to a person who is (i) either
a "sophisticated investor" within the meaning of section 708(8) of
the Corporations Act or a "professional investor" within the
meaning of section 9 and section 708(11) of the Corporations Act;
and (ii) a "wholesale client" for the purposes of section 761G(7)
of the Corporations Act (and related regulations) who has complied
with all relevant requirements in this respect. No Placing Shares
may be offered for sale (or transferred, assigned or otherwise
alienated) to investors in Australia for at least 12 months after
their issue, except in circumstances where disclosure to investors
is not required under Part 6D.2 of the Corporations Act.
No prospectus will be made available in connection with the
matters contained in this Announcement and no such prospectus is
required (in accordance with the Prospectus Directive (as defined
below)) to be published.
This Announcement is directed only at: (a) persons in member
states of the European Economic Area who are qualified investors
within the meaning of article 2(1)(e) of EU Directive 2003/71/EC
and amendments thereto (the "Prospectus Directive") ("Qualified
Investors") and (b) if in the United Kingdom, persons who (i) have
professional experience in matters relating to investments who fall
within the definition of "investment professionals" in article
19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005, as amended (the "Order"), or are high net
worth companies, unincorporated associations or partnerships or
trustees of high value trusts as described in article 49(2) of the
Order and (ii) are "qualified investors" as defined in section 86
of the Financial Services and Markets Act 2000 (as amended) (the
"FSMA") and (c) otherwise, to persons to whom it may otherwise be
lawful to communicate it (all such persons together being
referenced to as "relevant persons"). Any investment in connection
with the Placing will only be available to, and will only be
engaged with, relevant persons. Any person who is not a relevant
person should not act or rely on this Announcement or any of its
contents.
Each of Credit Suisse and Jefferies is authorised and regulated
in the United Kingdom by the FCA and is acting exclusively for the
Company in connection with the Placing and no one else and will not
regard any other person as its client in relation to the Placing
and will not be responsible to anyone other than the Company for
providing the protections afforded to its clients or for providing
advice in relation to the Placing, the contents of this
Announcement or any transaction, arrangement or other matter
referred to herein.
Apart from the responsibilities and liabilities, if any, which
may be imposed on Credit Suisse and Jefferies by the Financial
Services and Markets Act 2000, as amended or the regulatory regime
established thereunder, none of Credit Suisse, Jefferies or any of
their respective affiliates, agents, directors, officers,
employees, advisers, representatives or shareholders accepts any
responsibility whatsoever, or makes any representation or warranty,
express or implied, as to or in relation to the contents of this
Announcement, including its accuracy, fairness, verification,
completeness or sufficiency or for any other written or oral
information made available to or publicly available to any
interested party or its advisers, or any other statement made or
purported to be made by it or on behalf of it, its affiliates,
agents, directors, officers, employees, advisers, representatives
or shareholders, the Company, its directors or any other person, in
connection with the Company, the Placing or the Placing Shares, and
nothing in this Announcement shall be relied upon as a promise or
representation in this respect, whether as to the past or the
future. Each of Credit Suisse and Jefferies accordingly disclaims
all and any responsibility and liability whatsoever, whether
arising in tort, contract or otherwise (save as referred to above),
which it might otherwise have in respect of this Announcement or
any such statement or other information.
This Announcement does not identify or suggest, or purport to
identify or suggest, the risks (direct or indirect) that may be
associated with an investment in the Placing Shares. Any investment
decision to buy Placing Shares in the Placing must be made solely
on the basis of publicly available information, which has not been
independently verified by the Joint Bookrunners.
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 forward-looking statements, which may use
words such as "aim", "anticipate", "believe", "intend", "estimate",
"expect" and words of similar meaning, include all matters that are
not historical facts. These forward-looking statements involve
risks, assumptions and uncertainties that could cause the actual
results of operations, financial condition, liquidity, dividend
policy and the development of the industries in which the Company's
businesses operate to differ materially from the impression created
by the forward-looking statements. 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 the Financial Conduct Authority, London Stock
Exchange plc or 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.
Any indication in this Announcement of the price at which the
ordinary shares in the Company have been subscribed for, or bought
or sold, in the past cannot be relied upon as a guide to future
performance. No statement in this Announcement is intended to be a
profit forecast and no statement in this Announcement should be
interpreted to mean that earnings per share of the Company for the
current or future financial years would necessarily match or exceed
the historical published earnings per share of the Company. The
Placing Shares and the income from them may go down as well as up
and investors may not get back the full amount invested on disposal
of the Placing Shares.
In connection with the Placing, the Joint Bookrunners and any of
their respective affiliates, acting as investors for their own
account, may take up a portion of the shares in the Placing as a
principal position and in that capacity may retain, subscribe for,
purchase, sell, offer to sell for their own accounts such shares
and other securities of the Company or related investments in
connection with the Placing or otherwise. Accordingly, references
to Placing Shares being offered, subscribed, acquired, placed or
otherwise dealt in should be read as including any issue or offer
to, or subscription, acquisition, placing or dealing by, the Joint
Bookrunners and any of their respective affiliates acting in such
capacity. In addition, the Joint Bookrunners and any of their
affiliates may enter into financing arrangements (including swaps)
with investors in connection with which the Joint Bookrunners and
any of their respective affiliates may from time to time acquire,
hold or dispose of shares. The Joint Bookrunners do not intend to
disclose the extent of any such investment or transactions
otherwise than in accordance with any legal or regulatory
obligations to do so.
The Placing Shares to be issued pursuant to the Placing will not
be admitted to trading on any stock exchange other than the London
Stock Exchange.
Neither the content of the Company's website nor any website
accessible by hyperlinks on the Company's website is incorporated
in, or forms part of, this Announcement.
This Announcement does not constitute a recommendation
concerning any investor's options with respect to the Placing. Each
investor or prospective investor should conduct his, her or its own
investigation, analysis and evaluation of the business and data
described in this Announcement. The price and value of securities
can go down as well as up. Past performance is not a guide to
future performance. The contents of this Announcement are not to be
construed as legal, business, financial or tax advice. Each
investor or prospective investor should consult his, her or its own
legal adviser, business adviser, financial adviser or tax adviser
for legal, financial, business or tax advice.
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCLIFIDFLILIID
(END) Dow Jones Newswires
February 01, 2017 02:02 ET (07:02 GMT)
Zoopla (LSE:ZPLA)
Historical Stock Chart
From Dec 2024 to Jan 2025
Zoopla (LSE:ZPLA)
Historical Stock Chart
From Jan 2024 to Jan 2025
