Deutsche Bank AG London Successful private placement of nil paid rights (7127I)
03 April 2020 - 6:15PM
UK Regulatory
TIDMAML
RNS Number : 7127I
Deutsche Bank AG London
03 April 2020
NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES,
AUSTRALIA, CANADA, JAPAN, CHINA OR THE REPUBLIC OF SOUTH AFRICA OR
ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. THIS
ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE
SOLICITATION OF AN OFFER TO BUY SECURITIES IN ANY JURISDICTION,
INCLUDING THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR THE
REPUBLIC OF SOUTH AFRICA.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.
Successful private placement of nil paid rights
On 13 March 2020, Aston Martin Lagonda Global Holdings (the
"Company") announced the revised terms of its rights offering. As
part of this announcement, the Adeem/PW Shareholder Group
irrevocably undertook to take up certain of its entitlement under
the Rights Issue and to effect a Cashless Take-up of the remainder
of its entitlements. Two additional investors, China Lesso Group
Holdings Limited and Multi-Dimensional Connectivity Limited, have
subsequently joined the Adeem/PW Shareholder Group and will form
part of the take up of rights.
Pursuant to this undertaking, Primewagon (Jersey) Limited, a
member of the Adeem/PW Shareholder Group, has today successful
completed the private placement of approximately 84 million nil
paid rights to certain institutional shareholders (the
"Placing").
The net proceeds of today's Placing will be used to effect the
Cashless Take-up. Following the completion of the Placing, the
Adeem/PW Shareholder Group will not have any further nil paid
rights to sell to effect the Cashless Take-up.
The Company will not receive any proceeds from the Placing.
The sale of the nil paid rights will settle on 7 April 2020.
The nil paid rights were placed on behalf of Primewagon (Jersey)
Limited by Deutsche Bank AG, London Branch and J.P. Morgan
Securities plc acting as Joint Bookrunners.
THIS ANNOUNCEMENT AND ANY OFFER OF SECURITIES TO WHICH IT
RELATES ARE ONLY ADDRESSED TO AND DIRECTED AT (1) PERSONS IN MEMBER
STATES OF THE EUROPEAN ECONOMIC AREA, OTHER THAN THE UNITED
KINGDOM, WHO ARE "QUALIFIED INVESTORS" WITHIN THE MEANING OF
ARTICLE 2(E) OF THE PROSPECTUS REGULATION ("QUALIFIED INVESTORS");
AND (2) IN THE UNITED KINGDOM, PERSONS WHO (I) HAVE PROFESSIONAL
EXPERIENCE IN MATTERS RELATING TO INVESTMENTS WHO FALL WITHIN
ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000
(FINANCIAL PROMOTION) ORDER 2005 (AS AMENDED) (THE "ORDER"); OR
(II) FALL WITHIN ARTICLE 49(2)(A) TO (D) OF THE ORDER OR (III) ARE
PERSONS TO WHOM AN OFFER OF THE PLACING SHARES MAY OTHERWISE
LAWFULLY BE MADE (ALL SUCH PERSONS REFERRED TO IN (1) AND (2)
TOGETHER BEING REFERRED TO AS "RELEVANT PERSONS"). THIS
ANNOUNCEMENT AND ANY OFFER OF SECURITIES TO WHICH IT RELATES MUST
NOT BE ACTED ON OR RELIED ON BY PERSONS WHO ARE NOT RELEVANT
PERSONS. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS
ANNOUNCEMENT RELATES IS AVAILABLE ONLY TO RELEVANT PERSONS AND WILL
BE ENGAGED IN ONLY WITH RELEVANT PERSONS.
This Announcement and the information contained herein is for
information purposes only and does not constitute or form part of
any offer of, or the solicitation of an offer to acquire or dispose
of securities in the United States, Canada, Australia, Japan, China
or The Republic of South Africa or in any other jurisdiction in
which such an offer or solicitation is unlawful.
This Announcement does not contain or constitute an offer for
sale or the solicitation of an offer to purchase securities in the
United States. The securities referred to herein have not been and
will not be registered under the U.S. Securities Act of 1933 (the
"Securities Act") or under any securities laws of any state or
other jurisdiction of the United States and may not be offered,
sold, taken up, exercised, resold, renounced, transferred or
delivered, directly or indirectly, within the United States except
pursuant to an applicable exemption from or in a transaction not
subject to the registration requirements of the Securities Act and
in compliance with any applicable securities laws of any state or
other jurisdiction of the United States. There will be no public
offer of the securities in the United States.
The distribution of this Announcement and any offer of
securities to which it relates may be restricted by law in certain
jurisdictions. No action has been taken by the Seller, Deutsche
Bank AG, London Branch or J.P. Morgan Securities plc or any of
their respective affiliates that would, or which is intended to,
permit a public offer in any jurisdiction or possession or
distribution of this announcement or any other offering or
publicity material relating to the Placing in any jurisdiction
where action for that purpose is required. Persons into whose
possession this announcement comes are required by the Seller,
Deutsche Bank AG, London Branch and J.P. Morgan Securities plc to
inform themselves about and to observe any applicable
restrictions.
Deutsche Bank AG, London Branch is authorised under German
Banking Law (competent authority: European Central Bank) and, in
the United Kingdom, by the Prudential Regulation Authority (the
"PRA"). It is subject to supervision by the European Central Bank
and by BaFin, Germany's Federal Financial Supervisory Authority,
and is subject to limited regulation in the United Kingdom by the
PRA and the Financial Conduct Authority (the "FCA"). Details about
the extent of its authorisation and regulation by the PRA, and
regulation by the FCA, are available on request. Deutsche Bank AG,
acting through its London branch ("Deutsche Bank"), is acting for
the Seller and no other person in connection with the Placing.
Neither Deutsche Bank, nor any of its subsidiaries, branches or
affiliates will be responsible to any person other than the Seller
for providing any of the protections afforded to clients of
Deutsche Bank nor for providing advice in relation to the Placing
or any matters referred to in this Announcement.
J.P. Morgan Securities plc (which conducts its UK investment
banking business as "J.P. Morgan Cazenove") is authorised by the
Prudential Regulation Authority and regulated by the Prudential
Regulation Authority and Financial Conduct Authority. J.P. Morgan
Cazenove is acting for the Seller and no other person in connection
with the Placing and will not be responsible to anyone other than
the Seller for providing the protections afforded to clients of
J.P. Morgan Cazenove nor for providing advice to any person in
relation to the Placing or any matters referred to in this
Announcement.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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