A total of 17,475,000 new common shares of no par value (the “Placing Shares”) have been placed by J.P. Morgan Securities plc, which conducts its UK investment banking activities as J.P. Morgan Cazenove (“J.P. Morgan Cazenove”), Investec Bank plc (“Investec”) and RBC Europe Limited (“RBC Capital Markets”) (together, the “Bookrunners”) at a price of 305 pence per Placing Share (the “Placing Price”), raising gross proceeds of approximately £53m (approximately US$75m). The Placing Price represents a discount of 2.3 per cent. to the closing price on 29 January 2018. The net placing price of approximately 297 pence per Placing Share to be received by the Company after expenses directly attributable to the Placing represents a discount of approximately 5.0 per cent. to the closing price on 29 January 2018. The Placing Shares being issued represent approximately 4.0 per cent. of the issued share capital of the Company prior to the Placing.
Applications have been made for admission of the Placing Shares to the premium listing segment of the Official List of the Financial Conduct Authority and to trading on the main market of the London Stock Exchange (together “Admission”). It is expected that Admission will take place at 8.00 a.m. on 1 February 2018 at which time dealings in the Placing Shares will commence.
The Placing Shares, when issued, will be fully paid and will rank pari passu in all respects with the existing common shares of no par value in the share capital of the Company, including the right to receive all dividends and other distributions declared, made or paid after the date of issue of the Placing Shares.
The Placing is conditional upon, amongst other things, Admission becoming effective by 8.00 a.m. on 1 February 2018 (or such later time and/or date as the Bookrunners may agree with the Company) and the placing agreement entered into by the Company with the Bookrunners not being terminated in accordance with its terms before that time.
Total voting rights
Following Admission becoming effective, the Company's issued share capital will consist of 449,108,687 common shares with voting rights. Therefore, the total number of voting rights in the Company will be 449,108,687. This figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.