TIDMSHIP
RNS Number : 6681Q
Tufton Oceanic Assets Ltd.
21 February 2019
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR
INDIRECTLY, IN OR TO THE UNITED STATES, AUSTRALIA, CANADA, THE
REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY MEMBER STATE OF THE EEA
(OTHER THAN THE UNITED KINGDOM) OR ANY OTHER JURISDICTION IN WHICH
THE PUBLICATION, DISTRIBUTION OR RELEASE OF THIS ANNOUNCEMENT WOULD
BE UNLAWFUL. PLEASE SEE THE SECTION ENTITLED "IMPORTANT NOTE"
TOWARDS THE OF THIS ANNOUNCEMENT.
This announcement contains inside information for the purposes
of Article 7 of Regulation (EU) No 596/2014 ("MAR"). Upon
publication of this announcement, the inside information is now
considered to be in the public domain for the purposes of MAR.
Tufton Oceanic Assets Limited
(The "Company")
Proposed Placing under Placing Programme
Background
Further to the announcement on 31 January 2019, Tufton Oceanic
Assets Limited (ticker: SHIP) today announces an update on its
intention to raise further capital.
The Investment Manager has identified an attractive pipeline of
secondhand vessels and in order to capitalise on these
opportunities the Company is now planning to raise up to US$75
million by way of a placing of new Ordinary Shares under the
Company's Placing Programme pursuant to the prospectus published by
the Company on 25 September 2018 (respectively the "Placing" and
the "Prospectus").
The Company's investments will be diversified across the core
shipping Segments in line with where the Investment Manager
identifies attractive opportunities with the intention of the
Portfolio benefiting from a mix of strong cash yield and moderate
capital gain potential.
The Investment Manager anticipates that the continuing focus of
investment will be on the Tanker, Containership and General Cargo
Segments with opportunistic investments in the Bulker Segment. The
Portfolio will continue an emphasis on medium to long term Time and
Bareboat Charters strategies.
Proposed Placing under Placing Programme
The proposed Placing will take place through the Company's joint
brokers, Hudnall Capital LLP ("Hudnall Capital") and N+1 Singer
Advisory LLP ("N+1 Singer") (together "the Joint Bookrunners").
The issue price per new Ordinary Share issued under the Placing
will be $1.02 per Ordinary Share. This represents a discount of 3.8
per cent. to the closing price per Ordinary Share of $1.06 at the
close of business on 20 February 2019, and a 3.3 per cent. premium
to the Company's NAV per Ordinary Share as at 31 December 2018.
The new Ordinary Shares will be eligible for the dividend
payable in respect of the period from 1 January 2019 to 31 March
2019 which is expected to be declared at the end of April 2019.
Based on the Company's NAV as at 31 December 2018, the Placing will
be NAV accretive for existing shareholders.
The Placing shall commence immediately following this
announcement and is expected to close at 1.30 p.m. (London time) on
8 March 2019, but may be closed earlier or later at the discretion
of the Company and the Joint Bookrunners. The final number of new
Ordinary Shares will be agreed between the Company and the Joint
Bookrunners following close of the Placing, and announced shortly
thereafter.
The Joint Bookrunners may choose to accept applications, either
in whole or in part, on the basis of allocations determined in
agreement with the Company, and may scale back any applications for
this purpose on such basis as the Company and the Joint Bookrunners
may determine. The Joint Bookrunners may also, notwithstanding the
above and subject to the prior consent of the Company: (i) allocate
new Ordinary Shares after the time of any initial allocation to any
person submitting an application after that time, and (ii) allocate
new Ordinary Shares after the Placing has closed to any person
submitting an application after that time. The Company's Board, in
consultation with the Joint Bookrunners, may also decide not to
proceed with the Placing for any reason. In this case, an
announcement will be made by the Company.
Application will be made to the London Stock Exchange for the
new Ordinary Shares to be admitted to the Specialist Fund Segment
of the London Stock Exchange's main market ("Admission"). It is
expected that Admission will become effective on 14 March 2019 and
that dealings in the new Ordinary Shares will commence at that
time.
The Placing is being made pursuant to the terms and conditions
set out in Part 12 of the Prospectus. Investors are invited to
apply for new Ordinary Shares pursuant to the Placing by contacting
their usual contact at Hudnall Capital or N+1 Singer.
A copy of the Prospectus is available on the National Storage
Mechanism at www.morningstar.co.uk/uk/nsm as well as on the
Company's website at
http://www.tuftonoceanicassets.com/company-documents/.
Expected Timetable
Each of the times and dates set out below and mentioned
elsewhere in this document may be adjusted by the Company, in which
event details of the new times and dates will be announced via a
Regulatory Information Service. References to a time of day are to
London time.
Placing opens 21 February 2019
Latest time and date for commitments 1.30 p.m. on 8 March
under the Placing 2019
Trade date 11 March 2019
Admission 8.00 a.m. on 14 March
2019
Crediting of CREST stock accounts in 14 March 2019
respect of the new Ordinary Shares
Unless otherwise defined, capitalised terms in this announcement
shall have the meaning given to them in the Prospectus.
For further information, please contact:
Tufton Oceanic Ltd Tel: +44 (0) 20 7518
Andrew Hampson 6700
Paulo Almeida
N+1 Singer Tel: +44 (0) 20 7496
James Maxwell, Alex Bond (Corporate Finance) 3000
Alan Geeves, James Waterlow, Sam Greatrex
(Sales)
Hudnall Capital LLP Tel: +44 (0) 20 7520
Andrew Cade 9085
About the Company
Tufton Oceanic Assets Limited invests in a diversified portfolio
of secondhand commercial sea-going vessels with the objective of
delivering strong cash flow and capital gains to investors. The
Company's investment manager is Tufton Oceanic Ltd. The Company has
raised a total of approximately $170m (gross) through its Initial
Public Offering on the Specialist Fund Segment of the London Stock
Exchange, on 20 December 2017, and a subsequent placing and offer
in October 2018.
Important Information
Members of the public are not eligible to take part in the
Placing. This announcement and the terms and conditions referred to
herein are directed in the United Kingdom only at persons selected
by the Joint Bookrunners who are "investment professionals" falling
within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the "FPO") or "high net worth
companies, unincorporated associations etc" falling within Article
49(2) of the FPO, or persons to whom it may otherwise be lawfully
communicated (all such persons together being referred to as
"Relevant Persons"). This announcement and the terms and conditions
referred to herein must not be acted on or relied on in the United
Kingdom by persons who are not Relevant Persons. Any investment or
investment activity to which this announcement relates is available
only to, and will be engaged in only with, persons in the United
Kingdom who are Relevant Persons.
The new Ordinary Shares that are the subject of the Placing are
not being offered or sold to any person in the European Union,
other than to "qualified investors" as defined in Article 2.1 of
Directive 2003/71/EC, which includes legal entitles which are
regulated by the Financial Conduct Authority or entities which are
not so regulated whose corporate purpose is solely to invest in
securities.
All offers of new Ordinary Shares will be made pursuant to the
Prospectus. In the United Kingdom, this announcement is being
directed solely at persons in circumstances in which section 21(1)
of the Financial Services and Markets Act 2000 (as amended) does
not apply.
The information in this announcement is for information purposes
only and does not purport to be full or complete. No reliance may
be placed for any purpose on the information contained in this
announcement or its accuracy or completeness. The material set
forth herein is not intended, and should not be construed, as an
offer of securities for sale or subscription in the United States
or any other jurisdiction. Any purchase of Ordinary Shares should
be made solely on the basis of the information contained in the
Prospectus issued by the Company in connection with the Placing
Programme and Admission.
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, South Africa or Japan.
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 Company will not be registered under the US Investment
Company Act of 1940, as amended. In addition, the Shares referred
to herein have not been and will not be registered under the US
Securities Act of 1933 (the "Securities Act") or under the
securities laws of any state of the United States and may not be
offered or sold in the United States or to or for the account or
benefit of US persons absent registration or 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 State securities laws. The offer and sale of
Shares referred to herein has not been and will not be registered
under the Securities Act or under the applicable securities laws of
any state, province or territory of Australia, Canada, South Africa
or Japan. Subject to certain exceptions, the Shares referred to
herein may not be offered or sold in Australia, Canada, South
Africa or Japan or to, or for the account or benefit of, any
national, resident or citizen of Australia, Canada, South Africa or
Japan. There will be no offer of the Shares in the United States,
Australia, Canada, South Africa or Japan.
Hudnall and N+1 Singer are both authorised and regulated in the
United Kingdom by the Financial Conduct Authority, and are acting
exclusively for the Company and no-one else in connection with the
Placing Programme and Admission. They will not regard any other
person as their respective clients in relation to the Placing
Programme and 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
Placing Programme and Admission, the contents of this announcement
or any transaction, arrangement or other matter referred to
herein.
None of the Company, the Investment Manager, Hudnall or N+1
Singer or any of their respective affiliates accepts any
responsibility or liability whatsoever for/or makes any
representation or warranty, express or implied, as to this
announcement, including the truth, accuracy or completeness of the
information in this announcement (or whether any information has
been omitted from the announcement) or any other information
relating to the Company 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 the announcement or its
contents or otherwise arising in connection therewith. The Company,
the Investment Manager, Hudnall and N+1 Singer and their respective
affiliates accordingly disclaim all and any liability whether
arising in tort, contract or otherwise which they might otherwise
have in respect of this announcement or its contents or otherwise
arising in connection therewith.
This announcement may include 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 Company's control and all of which are
based on the Company's board of directors' current beliefs and
expectations about future events. These forward-looking statements
may be identified by the use of forward- looking terminology,
including the terms "believes", "estimates", "plans", "projects",
"anticipates", "expects", "intends", "may", "will" or "should" or,
in each case, their negative or other variations or comparable
terminology, or by discussions of strategy, plans, objectives,
goals, future events or intentions. These forward-looking
statements include all matters that are not historical facts.
Forward-looking statements may and often do differ materially from
actual results. Any forward-looking statements reflect the
Company's current view with respect to future events and are
subject to risks relating to future events and other risks,
uncertainties and assumptions relating to the Company's business,
the results of operations, financial condition prospects, growth
and dividend policy of the Company and the industry in which it
operates. Forward-looking statements speak only as of the date they
are made and cannot be relied upon as a guide to future
performance. 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 Company. Such risks and uncertainties could cause actual
results to vary materially from the future results indicated,
expressed or implied in such forward-looking statements. Forward
looking statements speak only as of the date of 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
IOEURRWRKSAUUAR
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February 21, 2019 02:02 ET (07:02 GMT)
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