TIDMLNTR TIDMLNTA
RNS Number : 9214C
Lenta Ltd
21 October 2015
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR
INDIRECTLY, IN THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA,
JAPAN, THE RUSSIAN FEDERATION (UNLESS OTHERWISE PERMITTED UNDER
RUSSIAN SECURITIES LAWS) OR ANY OTHER JURISDICTION WHERE TO DO SO
WOULD BE UNLAWFUL.
These materials are not for 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). These materials are not an offer or solicitation to
purchase or subscribe for securities in the United States.
Securities may not be offered or sold in the United States absent
registration with the United States Securities and Exchange
Commission or an exemption from registration under the U.S.
Securities Act of 1933, as amended. Lenta Ltd. does not intend to
register any part of the offering in the United States or to
conduct a public offering of securities in the United States.
This document is an advertisement and is not a prospectus for
the purposes of the Prospectus Directive. A prospectus prepared
pursuant to the Prospectus Directive is intended to be published,
which, when published, can be obtained from Lenta Ltd. at its
registered office. Investors should not subscribe for any
securities referred to in this document except on the basis of
information contained in the prospectus. The expression "Prospectus
Directive" means Directive 2003/71/EC (and amendments thereto,
including Directive 2010/73/EU, to the extent implemented in any
relevant Member State) and includes any relevant implementing
measure in the relevant Member State.
Any offer of securities to the public that may be deemed to be
made pursuant to this communication in any EEA Member State that
has implemented the Prospectus Directive is addressed solely to
qualified investors (within the meaning of the Prospectus
Directive) in that Member State.
This document is only being distributed to and is only directed
at (i) persons who are outside the United Kingdom or (ii) to
investment professionals falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005, as amended (the "Order") or (iii) high net worth entities,
and other persons to whom it may lawfully be communicated, falling
within Article 49(2)(a) to (d) of the Order (all such persons in
(i), (ii) and (iii) above together being referred to as "relevant
persons"). Any securities described herein are only available to,
and any invitation, offer or agreement to subscribe, purchase or
otherwise acquire such securities will be engaged in only with,
relevant persons. Any person who is not a relevant person should
not act or rely on this document or any of its contents.
LENTA SUCCESSFULLY COMPLETED A PRIMARY CAPITAL INCREASE OF $150
MILLION;
EBRD PLACED 17.6 MILLION GDRs, REDUCING ITS STAKE IN LENTA TO
7.4%
St. Petersburg, Russia; 21 October 2015 - Lenta Ltd (LSE: LNTA /
LNTR; MOEX: LNTA, "Lenta" or the "Company"), one of the largest
retail chains in Russia, is pleased to announce the successful
completion of an equity placing of
$150 million (the "Placing").
Results of the Placing
-- Lenta has successfully completed an equity placing of
21,126,760 new GDRs via an accelerated bookbuild raising gross
proceeds of $150 million.
-- Additionally, the European Bank for Reconstruction and
Development ("EBRD") has placed 17,623,240 GDRs. Following this
sale and pro-forma Company's capital increase EBRD will continue to
hold a 7.4 per cent stake in Lenta and keeps the right to propose a
candidate for a seat on the Company's Board of Directors
-- The shares were sold at a price of $7.10 per GDR.
-- Pro-forma its capital increase and EBRD sell-down, Lenta's
free float has increased to 57.5%
-- The Company has applied to the FCA, in its capacity as
competent authority under the FSMA, for the GDRs to be admitted to
the Official List of the FCA and to the LSE to admit the GDRs for
trading under the symbol LNTA on its market for listed securities,
on which the Company's existing GDRs are admitted to trading,
through its IOB. Subject to the transfer restrictions described
under the following chapters of the Prospectus: "Selling and
Transfer Restrictions", "Plan of Distribution" and "Settlement and
Delivery" and "Risk Factors - Risks Relating to the GDRs and the
Trading Market - The GDRs may be delisted from MICEX", the GDRs
will be fungible with the existing GDRs.
-- The Company expects that unconditional trading in the GDRs
through the IOB will commence on or about 26 October 2015 (the
"Closing Date").
-- Settlement of the Placing is expected to take place on 26 October 2015.
-- Credit Suisse Securities (Europe) Limited, J.P. Morgan
Securities plc and VTB Capital PLC are acting as Joint Global
Coordinators and Joint Bookrunners in connection with the
Placing.
Lock-Ups
There will be a lock-up period of 90 days for the Company, Luna
Inc. (the investment vehicle of TPG Capital) and EBRD in relation
to their respective shareholdings in the Company following the
Placing.
Updated guidance:
Following successful completion of the Placing, Lenta is
positioned to increase certain of its previously announced growth
targets and therefore to update its 2016 guidance as follows:
-- Lenta to open at least 40 new hypermarkets in 2016 versus previous guidance of at least 32, significantly more hypermarkets than it has ever opened in a single calendar year
-- Sufficient additional specific opportunities for own-store
construction in 2016 have been identified, accordingly this
increase in 2016 guidance is based solely on expected organic
growth
-- Looking ahead, Lenta expects to pursue a similar or higher
rate of organic growth of new hypermarket openings in 2017 and
beyond.
Lenta has previously updated its guidance for 2015 which was not
contingent on the results of the Placing and remains unchanged. For
2015, Lenta has increased its store opening guidance to at least 30
hypermarkets and 10-15 supermarkets (unchanged from previous
supermarket guidance). The previously communicated sales growth and
capital expenditure guidance for 2015 remain unchanged.
Lenta expects that as a result of the further acceleration of
growth enabled by the capital increase, the Company will
significantly exceed its previously communicated goal of doubling
selling space over the three years to December 2016.
Lenta's Chief Executive Officer, Jan Dunning said:
"We are pleased to announce the successful completion of our
$150 million equity placing. The proceeds of the capital increase
will provide us with further financial flexibility to grow even
more quickly and capitalize on the plentiful growth opportunities
in Russian food retail. We are increasing our store opening
guidance to at least 40 hypermarkets in 2016 and similar or higher
numbers of hyper market openings in 2017 and beyond.
With this further acceleration in new store openings we expect
to significantly exceed our target of doubling net selling space
over the three years to December 2016.
I would also like to take this opportunity to express our
gratitude to the EBRD who has been our longstanding partner and
supporter as well as to welcome our further broadened shareholder
base. Our free float has now increased to over 57% and we expect
this will further benefit the liquidity of our stock "
EBRD Managing Director for Industry, Commerce and Agribusiness,
Alain Pilloux said:
"The success of this offering demonstrates the continued
interest in Lenta on the part of both the international and
domestic investor community, based on the company's proven ability
to deliver outstanding performance even in challenging economic
conditions.
The EBRD continues to be strongly committed to Lenta and is
comfortable with its remaining stake in the company following
today's partial sale, which was part of a normal portfolio
management operation. The Bank looks forward to its continued
involvement in the company's Board of Directors"
***For further information, please visit www.lentainvestor.com,
or contact:
Lenta
Anna Meleshina, Director of Public Relations and Government
Affairs
+7 812 363 28 53
Anna.Meleshina@lenta.com
Albert Avetikov, Director of Investor Relations
+7 812 363 28 44
Albert.Avetikov@lenta.com
About Lenta
Lenta is one of the largest retail chains in Russia and the
country's second largest hypermarket chain (in terms of 2014
sales). The Company was founded in 1993 in St. Petersburg. Lenta
operates 122 hypermarkets in 631 cities across Russia and 27
supermarkets in the Moscow region, with a total of approximately
787,804 sq.m. of selling space. The average Lenta hypermarket store
has selling space of approximately 6,200 sq.m. The Company operates
six hypermarket distribution centres.
The Company's price-led hypermarket formats are differentiated
in terms of their promotion and pricing strategies as well as their
local product assortment. The Company employed approximately
30,6552 people as of 30 June 2015.
The Company's management team combines a mix of local knowledge
and international expertise coupled with extensive operational
experience in Russia. Lenta's largest shareholders include TPG
Capital and the European Bank for Reconstruction and Development,
both of which are committed to maintaining high standards of
corporate governance. Lenta is listed on the London Stock Exchange
and on the Moscow Exchange and trades under the ticker: 'LNTA'.
******
Credit Suisse, J.P. Morgan and VTB Capital are acting
exclusively for the Company and no one else in connection with the
Placing and will not regard any other person (whether or not a
recipient of this press release) as their client in relation to the
Placing and will not be responsible to anyone other than the
Company for providing the protections afforded to their client.
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