TIDMLIV2 TIDMLIV1
RNS Number : 7456E
LendInvest Secured Income
09 July 2021
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR
INDIRECTLY IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, NEW
ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER
JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS
ANNOUNCEMENT.
This announcement is not a prospectus (or prospectus equivalent)
and not an offer of securities for sale nor a solicitation of an
offer to acquire or a recommendation to sell or buy securities in
any jurisdiction, including in or into the United States, Canada,
Australia, New Zealand, the Republic of South Africa or Japan.
Neither this announcement, nor anything contained or referred to
herein shall form the basis of, or be relied upon in connection
with, any offer or commitment whatsoever in any jurisdiction.
Investors should not subscribe for or purchase any ordinary shares
in the Company referred to in this announcement except on the basis
of information contained in the final admission document
("Admission Document") published by the Company in connection with
the placing of new Ordinary Shares ("Placing") and admission of all
of its ordinary shares (the "Ordinary Shares") to trading on AIM, a
market operated by London Stock Exchange plc. Copies of the
Admission Document will be available for inspection on the
Company's website at corporate.lendinvest.com, subject to certain
exceptions.
9 July 2021
LendInvest plc
(" LendInvest " or the " Company ")
OFFER AND ADMISSION TO TRADING ON AIM
LendInvest plc announces its proposed admission to trading on
AIM (the "Admission") and its placing, direct offer and directors'
subscription conditional on Admission (the "Offer") of 21,531,722
new Ordinary Shares (the "New Ordinary Shares"), at a price of 186
pence per New Ordinary Share (the "Offer Price").
The Company has applied for Admission and will today publish its
Admission Document. The full terms and conditions of the Placing
and Admission will be set out in the Admission Document.
Berenberg is acting as Nominated Adviser, Bookrunner and Broker
in relation to the Placing and Admission.
Key highlights
-- Based on the Offer Price, the market capitalisation of the
Company will be approximately GBP255.6 million on Admission
-- The Placing attracted strong support from high quality institutional investors
-- The Offer will raise primary gross proceeds of GBP40.0
million, which will be used to invest in LendInvest's continued
growth, through accelerating its technology roadmap and
strategically expanding into new property finance product areas
-- Admission and commencement of dealings on AIM are expected to
take place at 08:00 a.m. on 14 July 2021 under the ticker LINV
-- The Company's ISIN is GB00BMC2XX17 and its SEDOL is BMC2XX1
Rod Lockhart, Chief Executive of LendInvest, commented:
"We are delighted to reach this important milestone. We are very
proud of what the team has achieved already but we are also hugely
excited about the opportunities we see ahead.
Our differentiated, technology-driven business model makes us
uniquely placed to lead the digital disruption of the property
finance sector and, in turn, continue attracting deep pools of
investor capital to our platform. This IPO will provide us with the
resources and flexibility to continue investing in our technology,
expand our range of products and enter new segments of the
market."
Christian Faes, Founder and Executive Chair of LendInvest,
commented:
"It's been an exciting journey building LendInvest over the
course of the last 13 years, but there's a real sense amongst the
team that we're just getting started. Property finance is one of
the biggest markets in financial services, and yet still offers
amongst the worst customer experience with offline, archaic
processes. LendInvest is changing this.
From a standing start we now have GBP2.8bn FuM, and count some
of the world's largest financial institutions as investors. We have
achieved this by building a platform that offers speed and
certainty to borrowers and intermediaries while offering investors
access to an attractive asset class with compelling risk-adjusted
returns.
We are thrilled to welcome our new shareholders to the business
and look forward to beginning the next stage of our journey."
For further information, please contact:
LendInvest via
Christian Faes, Executive Chair Tulchan Communications
Rod Lockhart, Chief Executive Officer +44 20 7353 4200
Michael Evans, Chief Financial Officer
Leigh Rimmer, Senior PR Manager
Berenberg (Nominated Adviser, Bookrunner
and Broker)
Chris Bowman
Alex Reynolds
James White
Arnav Kapoor
Mara Grasso +44 20 3207 7800
Tulchan Communications (Financial PR)
Tom Murray
Matt Low
Misha Bayliss
Olivia Lucas +44 20 7353 4200
IMPORTANT NOTICES:
LendInvest plc is the ultimate holding company of LendInvest
Secured Income plc, which has debt securities admitted to the
Official List of the Financial Conduct Authority and are admitted
to trading on the main market for listed securities of London Stock
Exchange plc.
This announcement does not constitute or form part of any offer
for sale or subscription or any solicitation of any offer to buy or
subscribe for any securities and neither this announcement nor any
part of it forms the basis of or may be relied on in connection
with or act as an inducement to enter into any contract or
commitment whatsoever.
The information contained in this announcement is for background
purposes only and does not purport to be full or complete, nor does
this announcement constitute or form part of any invitation or
inducement to engage in investment activity. No reliance may be
placed by any person for any purpose on the information contained
in this announcement or its accuracy, fairness or completeness. The
contents of this announcement are not to be construed as legal,
financial or tax advice.
Recipients of this announcement who intend to purchase or
subscribe for shares in Company following the publication of the
Admission Document are reminded that such purchase or subscription
should be made solely on the basis of the information contained in
that Admission Document and, if relevant, any supplementary
admission document, to be published by Company.
This announcement is not for publication or distribution,
directly or indirectly, in or into the United States (including its
territories and possessions, any State of the United States and the
District of Columbia), Australia, Canada, Japan or any other
jurisdiction where to do so would constitute a violation of the
relevant laws of such jurisdiction. The distribution of this
announcement may be restricted by law in certain jurisdictions and
persons into whose possession any document or other information
referred to herein comes should inform themselves about and observe
any such restriction. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such
jurisdiction.
The securities referred to herein have not been and will not be
registered under the US Securities Act of 1933, as amended or under
the securities laws or with any securities regulatory authority of
any state or other jurisdiction of the United States, and
accordingly may not be offered, sold, pledged or transferred,
directly or indirectly, in, into or within the United States. There
is no intention to register any portion of any offering in the
United States or to conduct a public offering of securities in the
United States.
In the United Kingdom, this announcement is being distributed
only to, and is directed only at, persons who: (A) (i) are
"investment professionals" specified in Article 19(5) of the
Financial Services and Markets Act (Financial Promotion) Order 2005
(the "Order") and/or (ii) fall within Article 49(2)(a) to (d) of
the Order (and only where the conditions contained in those
Articles have been, or will at the relevant time be, satisfied);
and (B) are "qualified investors" within the meaning of Article
2(e) of the Prospectus Regulation (Regulation (EU) 2017/1129) as it
forms part of retained EU law as defined in the European Union
(Withdrawal) Act 2018 (all such persons together being referred to
as "Relevant Persons"). In the European Economic Area (the "EEA"),
this announcement is addressed only to and directed only at,
persons in member states who are "qualified investors" within the
meaning of Article 2(e) of the Prospectus Regulation (Regulation
((EU) 2017/1129)) ("Qualified Investors"). This announcement must
not be acted on or relied on (i) in the United Kingdom, by persons
who are not Relevant Persons, and (ii) in any member state of the
EEA, by persons who are not Qualified Investors. Any investment or
investment activity to which this announcement relates is available
only to: (i) in the United Kingdom, Relevant Persons; and (ii) in
any member state of the EEA, Qualified Investors, and will be
engaged in only with such persons.
This announcement must not be acted on or relied on (i) in the
United Kingdom, by persons who are not Relevant Persons, and (ii)
in any member state of the EEA, by persons who are not Qualified
Investors. Any investment or investment activity to which this
announcement relates is available only to: (i) in the United
Kingdom, Relevant Persons; and (ii) in any member state of the EEA,
Qualified Investors, and will be engaged in only with such
persons.
This announcement contains statements that are, or may be deemed
to be, "forward-looking statements". These forward-looking
statements involve known and unknown risks and uncertainties, many
of which are beyond the control of the Company and its subsidiary
undertakings (the "Group") and all of which are based on the
Directors' current beliefs and expectations about future events. In
some cases, these forward-looking statements can be identified by
the use of forward-looking terminology, including, without
limitation, the terms "anticipates", "believes", "could",
"envisages", "estimates", "expects", "intends", "may", "plans",
"projects", "should", "will" or, in each case, their negative or
other variations or comparable terminology. These forward-looking
statements relate to matters that are not historical facts. They
appear in a number of places throughout this announcement and
include statements regarding the intentions, beliefs and current
expectations of the Company or the Directors concerning, among
other things, the results of operations, financial condition,
liquidity, prospects, growth and strategies of the Company and the
industry in which the Group operates. By their nature,
forward-looking statements involve risks and uncertainties because
they relate to events and depend on circumstances that may or may
not occur in the future. Forward-looking statements are not
guarantees of future performance. The actual results, performance
or achievements of the Group or developments in the industry in
which the Group operates may differ materially from the future
results, performance or achievements or industry developments
expressed or implied by the forward-looking statements contained in
this announcement.
These forward-looking statements and other statements contained
in this announcement regarding matters that are not historical
facts involve predictions. No assurance can be given that such
future results will be achieved; actual events or results may
differ materially as a result of risks and uncertainties facing the
Group. Such risks and uncertainties could cause actual results to
vary materially from the future results indicated, expressed or
implied in such forward-looking statements.
Each of the Company and Joh. Berenberg, Gossler & Co. KG,
London Branch, and their respective affiliates, expressly disclaims
any obligation or undertaking to update, review or revise any
forward-looking statements contained in this announcement and
disclaims any obligation to update its view of any risks or
uncertainties described herein or to publicly announce the results
of any revisions to the forward-looking statements made in this
announcement, whether as a result of new information, future
developments or otherwise, except as required by law.
Certain figures contained in this announcement, including
financial information, have been subject to rounding adjustments.
Accordingly, in certain instances, the sum or percentage change of
the numbers contained in this announcement may not conform exactly
with the total figure given.
The anticipated timetable for Admission, including the
publication of the Admission Document and/or the date of Admission,
may be influenced by a range of circumstances such as market
conditions. There is no guarantee that the Admission Document will
be published or that Admission will occur. Acquiring investments to
which this announcement relates may expose an investor to a
significant risk of losing all or part of the amount invested.
Persons considering making such an investment should consult an
authorised person specialising in advising on such investments.
This announcement does not constitute a recommendation
concerning Admission or the Ordinary Shares. The value of Ordinary
Shares and the income from them is not guaranteed and can fall as
well as rise due to stock market and currency movements. On any
sale of an investment an investor may get back less than he or she
originally invested. Potential investors should consult a
professional adviser as to the suitability of the Ordinary Shares
for the person concerned before making any investment decision.
Past performance cannot be relied upon as a guide to future
performance.
Neither Joh. Berenberg, Gossler & Co. KG, London Branch, nor
any of its affiliates, directors, officers or employees, advisers,
agents or any other person accepts any responsibility or liability
whatsoever for the contents of, or makes any representations or
warranties, express or implied, as to the accuracy, fairness or
completeness of the information presented or contained in this
announcement (or whether any information has been omitted from this
announcement) or any other information relating to the Company, its
subsidiaries and their associated companies, whether written, oral
or in a visual or electronic form, and howsoever transmitted or
made available or for any loss howsoever arising from any use of
this announcement or its contents or otherwise arising in
connection therewith. Accordingly, Joh. Berenberg, Gossler &
Co. KG, London Branch and its affiliates, directors, officers or
employees, and any other person acting on their behalf expressly
disclaims, to the fullest extent possible, any and all liability
whatsoever for any loss howsoever arising from, or in reliance
upon, the whole or any part of the contents of this announcement,
whether in tort, contract or otherwise which they might otherwise
have in respect of this announcement or its contents or otherwise
arising in connection therewith.
Joh. Berenberg, Gossler & Co. KG, London Branch is acting
exclusively for the Company and no-one else in connection with the
possible Admission. They will not regard any other person as their
respective clients in relation to the possible Admission and will
not be responsible to anyone other than the Company for providing
the protections afforded to their respective clients, nor for
providing advice in relation to the possible Admission, the
contents of this announcement or any transaction, arrangement or
other matter referred to herein.
Joh. Berenberg, Gossler & Co. KG, London Branch is
authorised and regulated by the German Federal Financial
Supervisory Authority and is deemed authorised under the Temporary
Permissions Regime and subject to limited regulation by the FCA in
the United Kingdom.
In connection with the Placing, Joh. Berenberg, Gossler &
Co. KG, London Branch and any of its affiliates may take up a
portion of the Ordinary Shares as a principal position and in that
capacity may retain, purchase, sell, offer to sell or otherwise
deal for their own accounts in such Ordinary Shares and other
securities of the Company or related investments in connection with
the Placing or otherwise. Accordingly, references in the Admission
Document, once published, to the Ordinary Shares being issued,
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 Joh. Berenberg, Gossler &
Co. KG, London Branch and any of its affiliates acting in such
capacity. In addition, Joh. Berenberg, Gossler & Co. KG, London
Branch and any of its affiliates may enter into financing
arrangements (including swaps or contracts for differences) with
investors in connection with which they may from time to time
acquire, hold or dispose of Ordinary Shares. Neither Joh.
Berenberg, Gossler & Co. KG, London Branch nor any of its
affiliates intend to disclose the extent of any such investment or
transactions otherwise than in accordance with any legal or
regulatory obligations to do so.
For the avoidance of doubt, the contents of the Company's
website are not incorporated by reference into, and do not form
part of, this announcement.
Information to Distributors
Solely for the purposes of the product governance requirements
of Chapter 3 of the FCA Handbook Product Intervention and Product
Governance Sourcebook (the "UK Product Governance Requirements"),
and disclaiming all and any liability, whether arising in tort,
contract or otherwise, which any "manufacturer" (for the purposes
of the UK Product Governance Requirements) may otherwise have with
respect thereto, the Ordinary Shares have been subject to a product
approval process, which has determined that the Ordinary Shares
are: (i) compatible with an end target market of retail investors
and investors who meet the criteria of professional clients and
eligible counterparties, each defined in paragraph 3 of the FCA
Handbook Conduct of Business Sourcebook; and (ii) eligible for
distribution through all permitted distribution channels (the
"Target Market Assessment"). Notwithstanding the Target Market
Assessment, "distributors" (for the purposes of the UK Product
Governance Requirements) should note that: the price of the
Ordinary Shares may decline and investors could lose all or part of
their investment; the Ordinary Shares offer no guaranteed income
and no capital protection; and an investment in the Ordinary Shares
is compatible only with investors who do not need a guaranteed
income or capital protection, who (either alone or in conjunction
with an appropriate financial or other adviser) are capable of
evaluating the merits and risks of such an investment and who have
sufficient resources to be able to bear any losses that may result
therefrom. The Target Market Assessment is without prejudice to any
contractual, legal or regulatory selling restrictions in relation
to the Placing. Furthermore, it is noted that, notwithstanding the
Target Market Assessment, Joh. Berenberg, Gossler & Co. KG,
London Branch will only procure investors who meet the criteria of
professional clients and eligible counterparties.
For the avoidance of doubt, the Target Market Assessment does
not constitute: (a) an assessment of suitability or appropriateness
for the purposes of Chapters 9A or 10A respectively of the FCA
Handbook Conduct of Business Sourcebook; or (b) a recommendation to
any investor or group of investors to invest in, or purchase, or
take any other action whatsoever with respect to the Ordinary
Shares.
Each distributor is responsible for undertaking its own target
market assessment in respect of the Ordinary Shares and determining
appropriate distribution channels.
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END
AIMGRGDRLDGDGBC
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