TIDMRECI TIDMRECP TIDMTTM
RNS Number : 4689W
Real Estate Credit Investments Ltd
09 February 2017
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, TO ANY US PERSONS OR INTO, THE UNITED
STATES, AUSTRALIA, CANADA, SOUTH AFRICA OR JAPAN, OR ANY OTHER
JURISDICTION, OR TO ANY PERSON, WHERE DOING SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
This announcement is an advertisement and not a prospectus.
Investors should not purchase or subscribe for any transferable
securities referred to in this announcement except on the basis of
information in the prospectus (the "Prospectus") that is intended
to be published in due course by Real Estate Credit Investments
Limited (the "Company") in connection with the Initial Placing, the
Placing Programme (each as defined below) and the admission of
certain of its ordinary shares (the "New Ordinary Shares") to the
premium segment of the Official List of the Financial Conduct
Authority (the "Official List") and to trading on the Main Market
for listed securities of the London Stock Exchange (the "London
Stock Exchange"). Once published, copies of the Prospectus will be
available at the Company's registered office and are available for
viewing at the National Storage Mechanism at
http://www.hemscott.com/nsm.do. This announcement does not
constitute or form a part of any offer to sell or issue, or a
solicitation of any offer to purchase or otherwise acquire,
securities by any US Persons or in the United States or in any
other jurisdiction. Neither this announcement nor any part of it
shall form the basis of or be relied on in connection with or act
as an inducement to enter into any contract or commitment
whatsoever.
9 February 2017
Real Estate Credit Investments Limited
("RECI" or "Company")
Proposed Placing Programme and Initial Placing
The Board of Real Estate Credit Investments Limited is pleased
to announce the Company's intention to establish a placing
programme for the issue of up to 65 million New Ordinary Shares
(the "Placing Programme"), including the intention to undertake an
initial placing under the Placing Programme to raise gross proceeds
of GBP20 million (the "Initial Placing").
The Board, as advised by the Investment Manager, believes that
the Company's recently completed investments together with its
current pipeline of attractive investment opportunities, is
evidence that post the EU Referendum result there is improved
origination volume, lower risk profiles and improved economics for
investments in the UK and German real estate credit markets (and
potentially other Western European real estate markets). In light
of the above, the Board believes the launching of the Placing
Programme through an Initial Placing is in the best interests of
the Company and Shareholders as a whole.
The Company has appointed Liberum as Sponsor and Bookrunner to
procure placees to participate in the Initial Placing, including
one investor who has committed to subscribe for up to GBP20 million
of New Ordinary Shares, subject to some scaling back for such
number of New Ordinary Shares as may be subscribed for by new and
existing investors.
In conjunction with the Initial Placing, the Board proposes to
(the "Proposals"):
-- implement a Placing Programme to enable up to 65 million New
Ordinary Shares (including the shares issued pursuant to the
Initial Placing) to be issued over the period of 12 months from the
date of the Prospectus;
-- amend the Company's existing investment policy to further
clarify the types of investments and markets which the Company will
invest in, which will include, in particular, the compelling
investment opportunities which the Investment Manager is seeing in
the UK and German real estate credit markets; and
-- amend the Company's existing investment policy to permit
leverage in the Company of up to 40 per cent. of NAV to enable the
Company to i) take advantage of investment opportunities (where
previously it may not have had sufficient liquidity) and ii)
utilise lower cost and more flexible types of finance.
The Initial Placing, Placing Programme and the Proposals,
further details of which are set out in Appendix A to this
announcement, will be subject to Shareholder approval at an
extraordinary general meeting of the Company to be held in March
2017. The Company will in due course send to Shareholders the
circular convening the extraordinary general meeting, which will
also contain the resolutions to be voted on thereat.
The Initial Placing has opened today and Shareholders will be
provided with further details of the Initial Placing in due course.
Prospective investors are invited to contact Liberum for further
details of the Initial Placing.
For further information please contact:
Liberum Capital Limited (Sponsor +44 (0)20 3100
and Bookrunner) 2222
Shane Le Prevost
Richard Crawley
Richard Bootle
Ben Roberts
Cheyne Capital Management (UK) +44 (0)20 7968
LLP 7482
Nicole Von Westenholz (Investor
Relations)
Appendix A
Background to the Initial Placing and the Placing Programme
The Board, as advised by the Investment Manager, continues to be
positive about the prospects for real estate credit markets. While
the outlook for markets generally remains challenging, and
acknowledging that there has been some economic uncertainty
following last year's EU referendum result which caused a reduction
in commercial property activity, it is the Investment Manager's
view that the UK and German real estate markets in particular (and
potentially other Western European real estate markets) continue to
offer an attractive combination of reasonable underlying tenant
demand, relatively liquid investment markets and a shortage of debt
capital.
The Company intends to utilise the net proceeds of the Initial
Placing to invest primarily in debt secured by commercial or
residential properties in the United Kingdom and Western Europe
which might take the form of (i) secured real estate loans,
debentures or any other form of debt instrument and (ii)
securitised tranches of secured real estate related debt
securities, for example, RMBS and CMBS.
In response to interest from investors and in light of the
positive prospects for further investments by the Company in the
short to medium term, the Board believes that the Initial Placing,
as part of the Placing Programme of up to 65 million New Ordinary
Shares over the next 12 months, is in the best interests of the
Company and Shareholders as a whole.
Benefits of the Initial Placing and Placing Programme
The net placing proceeds of the Initial Placing and Placing
Programme will be used for investment in new Real Estate Credit
Investments which the Directors believe will provide:
-- greater scope to expand and diversify the Investment Portfolio;
-- a better position for the Company to take advantage of the
investment opportunities which the Directors and the Investment
Manager anticipate arising in the future;
-- further rebalancing of the leverage from the outstanding
Current Preference Shares in issue (which are due to be redeemed in
September 2017);
-- improved free float, which the Directors believe can enhance
liquidity in the Ordinary Shares; and
-- a reduction in the total expense ratio by spreading the
Company's fixed running costs over a larger Ordinary Shareholder
base.
The Initial Placing and Placing Programme
Pursuant to the Initial Placing, the Company intends to raise
gross proceeds of GBP20 million. The price at which each New
Ordinary Share will be issued pursuant to the Initial Placing will
be 162.5 pence per New Ordinary Share. The New Ordinary Shares
issued pursuant to the Initial Placing will not be entitled to the
dividend for the quarter ended 31 December 2016 announced on 8
February 2016.
The Company has appointed Liberum as Sponsor and Bookrunner to
procure placees to participate in the Initial Placing, including
one investor who has committed to subscribe for up to GBP20 million
of New Ordinary Shares, subject to some scaling back for such
number of New Ordinary Shares as may be subscribed for by new and
existing investors.
The Company intends to issue up to 65 million New Ordinary
Shares pursuant to the Placing Programme, which will consist of the
Initial Placing and, potentially, one or more subsequent
Placings.
Subject to the requirements of the Listing Rules, the price at
which each New Ordinary Share will be issued pursuant to subsequent
Placings will be will be no less than the aggregate of the last
published Net Asset Value per Ordinary Share at the time of issue
and such sum as equates to the costs attributable to such issue and
may, in the Directors' sole discretion, include a premium for
subsequent Placings.
Dividend Policy
Preference Shares
The Company's available income and assets will first be used to
pay the dividends on the Preference Shares when they become due and
payable pursuant to the Articles.
Ordinary Shares
Subject to the payment of the Current Preference Dividend to the
holders of the Current Preference Shares and the applicable
requirements and restrictions contained in the Companies Law, the
Company may consider making interim dividend payments to Ordinary
Shareholders (which includes investors subscribing for New Ordinary
Shares pursuant to the Placing Programme), having regard to the net
income remaining after the payment of the Current Preference
Dividends and potential reinvestment of cash or other uses of
income, at a level the Directors deem appropriate, in their sole
discretion, from time to time. There is no fixed date on which it
is expected that dividends will be paid to Ordinary Shareholders.
The Directors intend that the Company pays dividends to Ordinary
Shareholders (which includes New Ordinary Shareholders) when it is
able and appropriate to do so. It is the intention of the Company
to continue to pay a regular, stable dividend with the prospect of
additional or incremental payments as investment returns
permit.
Reduction of Total Expense Ratio
Under the existing terms of the Investment Management Agreement,
the Investment Manager is entitled to a management fee in relation
to the Ordinary Shares of 1.25 per cent. per annum (accruing
monthly) of the Adjusted NAV other than to the extent that such
value is comprised of any investment where the underlying asset
portfolio is managed by the Investment Manager and will be
calculated and payable monthly in arrears (the "Management Fee").
"Adjusted NAV" is an amount equal to the prevailing Net Asset Value
calculated in accordance with the Company's accounting policies
increased by an amount equal to the number of Preference Shares in
issue (excluding Preference Shares held in treasury) multiplied by
the Preference Share Notional Value.
The Current Preference Shares are scheduled to be redeemed on 17
September 2017, which will lead to a reduction in the Adjusted NAV.
Therefore, following 17 September 2017 and on the assumption that
no further Preference Shares are issued, there will be a reduction
in the total expense ratio of the Company as the Management Fee
will be payable on the reduced Adjusted NAV and, all other things
being held equal, the total expense ratio will remain at this
reduced level until such point as the Company issues new Preference
Shares.
Proposed amendments to the Company's Investment Objective and
Policy
The Existing Investment Objective and Policy of the Company
evolved from the legacy investment policy language that has been
employed by the Company from its inception. The Board and the
Investment Manager wish to seek Shareholder approval to update the
Investment Objective and Policy (including leverage policy) to
better reflect the current Investment Portfolio and strategy. The
key changes which the Board considers to be material are:
-- a change to the Company's leverage policy to allow for long
term finance to be used to allow the Company to take advantage of
investment opportunities where previously it may not have had
sufficient liquidity;
-- a clarification of the types of investments which fall within
the meaning of 'Real Estate Credit Investments'; and
-- to reflect more accurately the current Investment Portfolio
and strategy, a clarification that the majority of the Company's
investments will be in the UK and Germany, but noting that the
Company retains the ability to invest in other jurisdictions in
Western Europe.
Proposed Investment Objective and Policy
Investment objective
The investment objective of the Company is to provide Ordinary
Shareholders with exposure to a diversified portfolio of Real
Estate Credit Investments (defined below) and to provide Preference
Shareholders with stable returns in the form of quarterly
dividends.
Asset allocation
To achieve the investment objective, the Company invests and
will continue to invest in real estate credit secured by commercial
or residential properties in Western Europe, focussing primarily in
the United Kingdom and Germany ("Real Estate Credit Investments").
The Real Estate Credit Investments may take different forms but are
likely to be:
-- secured real estate loans, debentures or any other forms of
debt instruments (together "Secured Debt"). Secured real estate
loans are typically secured by mortgages over the property or
charges over the shares of the property-owning vehicle. Individual
Secured Debt investments will have a weighted average life profile
ranging from six months to 15 years. Investments in Secured Debt
will also be directly or indirectly secured by one or more
commercial or residential properties, and shall not exceed a loan
to value ("LTV") of 85 per cent. at the time of investment;
-- listed debt securities and securitised tranches of real
estate related debt securities, for example, residential
mortgage-backed securities and commercial mortgage-backed
securities (together "MBS"), for the avoidance of doubt, this does
not include equity residual positions in MBS;
-- other direct or indirect opportunities, including equity
participations in real estate, save that no more than 20 per cent.
of the Total Assets will be invested in positions with an LTV in
excess of 85 per cent. or in equity positions that are
uncollateralised. On certain transactions the Company may be
granted equity positions as part of its loan terms. These positions
will come as part of the Company's overall return on its
investments and may or may not provide extra profit to the Company
depending on market conditions and the performance of the loan.
These positions are deemed collateralised equity positions. All
other equity positions that the Company may invest in are deemed
uncollateralised equity positions.
Risk diversification
At any given time, certain geographic areas, asset types or
industry sectors may provide more attractive investment
opportunities than others and, as a result, the Investment
Portfolio may be concentrated in those geographic areas, asset
types or industry sectors. However, the Company will seek to create
a diversified portfolio of investments. It will regularly monitor
the extent to which the Investment Portfolio is concentrated in any
particular country, region or servicer and the Investment Manager
may re-balance the Investment Portfolio as and when it deems it
necessary. The Company has adopted guidelines for investments and
borrowings to the effect that, except in the case of cash deposits
awaiting investment:
-- no more than 20 per cent. of Total Assets will be lent to or
invested in any one group of companies at the time the investment
or loan is made;
-- no more than 10 per cent. of Total Assets will be invested in
other listed investment companies (including listed investment
trusts), except where the investment companies themselves have
stated investment policies to invest no more than 15 per cent. of
their total assets in other listed investment companies (including
listed investment trusts);
-- no more than 15 per cent. of Total Assets will be invested in
other listed investment companies (including listed investment
trusts), regardless of their investment policies and the Company
will not take legal control, or seek to take legal control, or be
actively involved in the management of, any companies or businesses
in which it invests, except for:
o any SPVs it may establish, should the Board conclude that
exercising control or management over such entity is in the best
interests of the Company; and
o pursuant to the exercise of rights as a consequence of the
Group taking steps to preserve or enforce its security in relation
to a particular investment.
The Company will not, to a significant extent, be a dealer in
investments and neither the Company nor any member of its Group
will conduct trading activity which is significant in the context
of the Group as a whole.
Company leverage
The Company will limit Company-level recourse leverage for
investment purposes to 40 per cent. of NAV. The Preference Shares
represent a form of Company-level recourse leverage for investment
purposes and are included in this 40 per cent. of NAV limit.
Holders of Preference Shares are entitled to receive a preferred
income return and, on a winding up of the Company, to receive a
preferred return of capital ahead of the holders of Ordinary
Shares. To this extent, the rights of Ordinary Shareholders to
income and capital are geared by the presence of the Preference
Shares. In calculating the Company's leverage for the above, any
liabilities incurred under the Company's foreign exchange hedging
arrangements shall be disregarded.
In addition to the Company-level recourse leverage, the Company
has the ability to utilise a working capital facility, subject to a
maximum limit of 10 per cent. of NAV.
Hedging and use of derivatives
The Company's policy is to hedge currency risk on a case by case
basis and also, where the Investment Manager considers it
appropriate, on a portfolio basis. The Company may bear a level of
currency risk that could otherwise be hedged where it considers
that bearing such risks is appropriate. Ordinary Shareholders
should not expect that all currency risks that arise from time to
time in the Investment Portfolio will be hedged. As at the date of
this Prospectus, the Company uses a combination of Sterling:Euro
options and forwards to hedge its currency exposure.
The Company may, but shall not be obliged to, enter into hedging
arrangements in respect of interest rate fluctuations and certain
macro risks that may affect the value of the Investment
Portfolio.
Save where the Company enters into swap arrangements to gain
exposure to an underlying cash asset or assets, or to comply with
asset transfer restrictions or similar legal restrictions which
prevent the Company from owning a target investment directly,
derivative transactions will only be used for the purpose of
efficient portfolio management. However, the Company will not make
investments via derivatives unless the Company has fully
collateralised the derivative position or cannot be exposed to
margin calls.
The Company will not enter into derivative transactions for
speculative purposes.
A substantial portion of the Investment Portfolio will be
denominated in Sterling and Euro. The Company may, and currently
does, hedge this exposure, although it is not obliged to do so.
DEFINITIONS
In this announcement the words and expressions listed below have
the meanings set out opposite them, except where the context
otherwise requires:
ABS asset-backed securities which are debt securities which have their
interest and principal
repayments sourced principally from a generic group of income producing
assets
Articles or Articles of Incorporation the Articles of Incorporation of the Company in force from time to time
Board of Directors or Directors or Board the board of directors of the Company
CMBS commercial mortgage-backed securities, being interests in or obligations
secured by a commercial
mortgage loan or a pool of commercial mortgage loans
Companies Law The Companies (Guernsey) Law, 2008 (as amended)
Company or RECI Real Estate Credit Investments Limited and, where relevant, its
subsidiaries and subsidiary
undertakings
Current Preference Dividend an amount in Sterling equal to 8 per cent. per annum of the Preference
Share Notional Value
Current Preference Shareholders holders of Current Preference Shares
Current Preference Shares redeemable shares of no par value in the capital of the Company designated
as Preference Shares
and due to be redeemed on 17 September 2017
Directors the directors of the Company from time to time
EGM or Extraordinary General Meeting the extraordinary general meeting of the Company at which Existing
Ordinary Shareholders will
vote on the Proposals
Euro or EUR or EUR the lawful single currency of member states of the European Communities
that adopt or have
adopted the Euro as their currency in accordance with the legislation of
the European Union
relating to European Monetary Union
Existing Investment Objective and Policy the existing investment objective and policy of the Company
Existing Ordinary Shareholders the holders of Existing Ordinary Shares
Existing Ordinary Shares the ordinary shares in issue in the capital of the Company
GBP or Sterling or GBP the lawful currency of the United Kingdom
Initial Placing the first Placing of New Ordinary Shares to one or more investors pursuant
to the Placing
Programme
Investment Manager Cheyne Capital Management (UK) LLP, a limited liability partnership
incorporated in England
(registered number OC321484)
Investment Portfolio the total assets of the Company which, when taken together, at any time,
may include ABS,
MBS, RMBS, CMBS or other investments, rights to investments, instruments
and securities in
which the Company's assets are invested from time to time
Liberum Liberum Capital Limited
Listing Rules the listing rules made by the Financial Conduct Authority for the purposes
of Part VI of FSMA
LTV loan to value
MBS mortgage backed securities
Net Asset Value of the Company or NAV the net asset value of the Company, calculated in accordance with the
Company's accounting
policies and published in the Company's latest factsheet
New Ordinary Shares the ordinary shares in the capital of the Company proposed to be issued
pursuant to the Placing
Programme
Official List the list maintained by the UK Listing Authority pursuant to Part VI of
FSMA
Ordinary Shareholders holders of Ordinary Shares
Ordinary Shares ordinary shares in the capital of the Company
Placing any placing of New Ordinary Shares to one of more investors pursuant to
the Placing Programme
Preference Shareholders holders of Preference Shares
Preference Shares redeemable shares of no par value in the capital of the Company designated
as Preference Shares
Preference Share Notional Value GBP1.00
Proposed Investment Objective and Policy the proposed new investment objective and policy relating to the Company
Real Estate Credit Investments debt secured, directly or indirectly, by commercial or residential
properties within Western
Europe or the United Kingdom
RMBS residential mortgage-backed securities, being interests in or obligations
secured by pools
of residential mortgage loans
Secured Debt has the meaning provided in Appendix A of this Announcement
Shareholders the holders of Shares
Shares the Existing Ordinary Shares and/or the Current Preference Shares (as
appropriate)
SPV special purpose vehicle
Total Assets the sum of all investments held in the Investment Portfolio in the Company
and including cash
and cash equivalents, derivatives and other investment assets
United Kingdom or UK the United Kingdom of Great Britain and Northern Ireland
United States or US the United States of America, its territories and possessions, any State
of the United States,
and the District of Columbia
US Investment Company Act the US Investment Company Act 1940, as amended
US Person "U.S. person" within the meaning given to it in Regulation S under the US
Securities Act
US Securities Act the US Securities Act of 1933, as amended
US Tax Code the US Internal Revenue Code of 1986, as amended
US$ or US Dollars or $ the lawful currency of the United States of America
Important notice
The merits or suitability of any securities must be
independently determined by the recipient on the basis of its own
investigation and evaluation of the proposed Company. Any such
determination should involve, among other things, an assessment of
the legal, tax, accounting, regulatory, financial, credit and other
related aspects of the securities.
This announcement does not constitute and may not be construed
as an offer to sell or issue, or an invitation to purchase or
otherwise acquire, investments of any description, nor as a
recommendation regarding the possible offering or the provision of
investment advice by any party. No information in this announcement
should be construed as providing financial, investment or other
professional advice and each prospective investor should consult
its own legal, business, tax and other advisers in evaluating the
investment opportunity. No reliance may be placed for any purposes
whatsoever on this announcement (including, without limitation, any
illustrative modelling information contained herein), or its
completeness.
Nothing in this announcement constitutes investment advice and
any recommendations that may be contained herein have not been
based upon a consideration of the investment objectives, financial
situation or particular needs of any specific recipient.
All investments are subject to risk, including the loss of the
principal amount invested. Past performance is no guarantee of
future returns. Potential investors should be aware that any
investment in the Company is speculative, involves a high degree of
risk, and could result in the loss of all or substantially all of
their investment. Results can be positively or negatively affected
by market conditions beyond the control of the Company or any other
person.
This announcement does not constitute or form part of, and
should not be construed as, any offer or invitation or inducement
for sale, transfer or subscription of, or any solicitation of any
offer or invitation to buy or subscribe for or to underwrite, any
share in the Company or to engage in investment activity (as
defined by the Financial Services and Markets Act 2000) in any
jurisdiction nor shall it, or any part of it, or the fact of its
distribution form the basis of, or be relied on in connection with,
any contract or investment decision whatsoever, in any
jurisdiction. This announcement does not constitute a
recommendation regarding any securities.
This announcement is only addressed to or directed at persons in
the United Kingdom who: (i) have professional experience in matters
relating to investments and fall within the definition of
"investment professionals" in Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the
"Order"); or (ii) high net worth companies, unincorporated
associations and partnerships and trustees of high value trusts as
described in Article 49(2) of the Order; or (iii) are other persons
to whom it may otherwise lawfully be communicated (all such persons
referred to in (i), (ii) and (iii) together being "Relevant
Persons"). Any investment or investment activity to which this
announcement relates is available only to and will only be engaged
in with the persons referred to in (i), (ii) and (iii).
Neither this announcement nor any part or copy of it may be
taken or transmitted into the United States, Australia, Canada,
South Africa or Japan, or distributed, in whole or in part,
directly or indirectly, to any US Persons or in or into the United
States, Australia, Canada, South Africa, Japan or any other
jurisdiction where, or to any other person to whom, to do so would
constitute a violation of applicable law. Any failure to comply
with this restriction may constitute a violation of applicable law.
This announcement does not constitute or form a part of any offer
to sell or issue, or a solicitation of any offer to purchase or
otherwise acquire, securities by any US Persons or in the United
States or in any other jurisdiction. Persons into whose possession
this announcement comes should observe all relevant
restrictions.
The Company has not been and will not be registered under the US
Investment Company Act and as such investors are not and will not
be entitled to the benefits of the US Investment Company Act. The
Ordinary Shares have not been and will not be registered under the
US Securities Act, or with any securities regulatory authority of
any state or other jurisdiction of the United States, and may not
be offered, sold, resold, pledged, taken up, exercised, renounced,
delivered, distributed or transferred, directly or indirectly, into
or within the United States or to, or for the account or benefit
of, US Persons, except pursuant to an 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 and in
a manner which would not result in the Company being required to
register as an "investment company" under the US Investment Company
Act. In connection with the Placing Programme, subject to certain
exceptions, offers and sales of Ordinary Shares will be made only
outside the United States in "offshore transactions" to non-US
Persons pursuant to Regulation S under the Securities Act. There
has been and will be no public offering of the Ordinary Shares in
the United States.
Neither the US Securities and Exchange Commission, nor any
securities regulatory authority of any state or other jurisdiction
of the United States, has approved or disapproved of the securities
of the Company or passed upon or endorsed the merits of any
offering of such securities.
Prospective investors should take note that any securities may
not be acquired by (i) investors using assets of (A) an "employee
benefit plan" as defined in Section 3(3) of US Employee Retirement
Income Security Act of 1974, as amended ("ERISA") that is subject
to Title I of ERISA; (B) a "plan" as defined in Section 4975 of the
US Internal Revenue Code of 1986, as amended (the "US Tax Code"),
including an individual retirement account or other arrangement
that is subject to Section 4975 of the US Tax Code; or (C) an
entity which is deemed to hold the assets of any of the foregoing
types of plans, accounts or arrangements that is subject to Title I
of ERISA or Section 4975 of the US Tax Code or (ii) a governmental,
church, non-US or other employee benefit plan that is subject to
any federal, state, local or non-US law that is substantially
similar to the provisions of Title I of ERISA or Section 4975 of
the US Tax Code.
Liberum is authorised and regulated in the United Kingdom by the
Financial Conduct Authority. Liberum is acting for the Company and
no one else in connection with the Placing Programme and will not
be responsible to anyone other than the Company for providing the
protections afforded to clients of Liberum or for affording advice
in relation to any transaction or arrangement referred to in this
announcement. This announcement does not constitute any form of
financial opinion or recommendation on the part of Liberum or any
of its affiliates and is not intended to be an offer, or the
solicitation of any offer, to buy or sell any securities.
Forward-looking statements
This announcement may contain forward-looking statements
regarding the financial condition, results of operations, cash
flows, dividends, financing plans, business strategies, operating
efficiencies, budgets, capital and other expenditures, competitive
positions, growth opportunities, plans and objectives of management
and other matters relating to the Company. Statements in this
announcement that are not statements of historical facts are hereby
identified as forward-looking statements. In some instances,
forward-looking looking statements can be identified by the use of
forward-looking terminology, including terms such as "projects",
"forecasts", "anticipates", "expects", "believes", "intends",
"may", "will" or "should" or, in each case, their negative or other
variations or comparable terminology.
By their nature, forward-looking statements involve risk and
uncertainty as they relate to future events and circumstances.
Forward-looking statements are not guarantees of future
performance, and the actual results, performance or achievements of
the Company, and development of the markets and the industries in
which it operates or is likely to operate, may differ materially
from those described in, or suggested by, any forward-looking
statements contained in this announcement. In addition, even if
actual results, performance, achievements or developments are
consistent with any forward-looking statements contained in this
announcement in a given period, those results, performance,
achievements or developments may not be indicative of results,
performance, achievements or developments in subsequent periods. A
number of factors could cause results, performance, achievements
and developments to differ materially from those expressed or
implied by any forward-looking statements including, without
limitation, general economic and business conditions, industry
trends, competition, changes in regulation and currency
fluctuations.
Any forward-looking statements in this announcement reflect the
Company's current view with respect to future events, speak only as
of their date and are subject to change without notice. Save as
required by applicable law or regulation, the Company and the other
parties named in this announcement expressly disclaim any
obligation or undertaking to update, review or revise any
forward-looking statement contained in this announcement whether as
a result of new information, future developments or otherwise.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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