Unite Group PLC Publication of a Prospectus (3985U)
22 November 2019 - 11:15PM
UK Regulatory
TIDMUTG
RNS Number : 3985U
Unite Group PLC
22 November 2019
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN
WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE
UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY OTHER
JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION
WOULD BE UNLAWFUL.
22 November 2019
THE UNITE GROUP PLC (THE "COMPANY" OR "UNITE")
PUBLICATION OF PROSPECTUS
Further to previous announcements made by the Unite Group plc in
relation to the acquisition of Liberty Living Group Plc (together
with its subsidiary undertakings, "Liberty Living") from Liberty
Living Holdings Inc. ("CPPIB Holdco"), a wholly owned subsidiary of
Canada Pension Plan Investment Board ("CPPIB") (the "Acquisition"),
Unite announces that a prospectus dated 22 November 2019 has today
been approved by the Financial Conduct Authority (the "FCA") (the
"Prospectus"). The Prospectus includes information relating to
Unite and the Acquisition, as well as certain financial and trading
information for Liberty Living for its year ended 31 August
2019.
The Prospectus will be submitted to the National Storage
Mechanism, where it will shortly be available for inspection at
www.morningstar.co.uk/uk/nsm. In addition, the Prospectus is
available to view on the Company's website (www.unite-group.co.uk)
and will be available for inspection at the offices of Unite Group
plc, South Quay House, Temple Back, Bristol, BS1 6FL.
Application has been made to the Financial Conduct Authority for
admission of 72,582,286 new ordinary shares of 25 pence each to be
issued to CPPIB Holdco in part consideration for the Acquisition
("Consideration Shares") to the premium listing segment of the
Official List maintained by the UK Listing Authority and to the
London Stock Exchange plc (the "LSE") for admission to trading of
the Consideration Shares on the LSE's main market for listed
securities (together, "Admission"). It is expected that completion
of the Acquisition will occur on 28 November and Admission will
take place on or around 8.00 a.m. (London time) on 29 November
2019. The Consideration Shares will, when issued, be credited as
fully paid and will rank pari passu in all respects with the
existing issued ordinary shares of Unite.
Following Admission, the total number of ordinary shares in
issue in the Company will be 363,531,737. Unite currently holds no
shares in treasury, and, therefore, following Admission, the total
number of voting shares in issue will be 363,531,737. This figure
may be used by shareholders as the denominator for the calculations
by which they determine if they are required to notify their
interest in, or a change to their interest in, the Company under
the FCA's Disclosure and Transparency Rules.
The person responsible for making this announcement on behalf of
the Company is Chris Szpojnarowicz, Company Secretary.
For further information please contact:
The Unite Group +44 (0) 117 302 7005
Richard Smith, Chief Executive Officer
Joe Lister, Chief Financial Officer
J.P. Morgan Cazenove (Joint Financial Adviser) +44 (0) 20 7742 4000
Robert Constant
Bronson Albery
Barry Meyers
Kristof Vashegyi
Numis (Sole Sponsor and Joint Financial Adviser) +44 (0) 20 7260 1000
Heraclis Economides
Ben Stoop
Oliver Hardy
Powerscourt (PR Adviser to Unite) +44 (0)20 7250 1446
Justin Griffiths
Victoria Heslop
IMPORTANT NOTICE
This announcement is for information purposes only and shall not
constitute an offer to sell or issue or the solicitation of an
offer to buy, subscribe for or otherwise acquire securities in any
jurisdiction in which any such offer or solicitation would be
unlawful. Any failure to comply with this restriction may
constitute a violation of the securities laws of such
jurisdictions.
The Consideration Shares have not been and will not be
registered under the US Securities Act of 1933, as amended (the
"Securities Act"), or under the securities laws or with any
securities regulatory authority of any state or other jurisdiction
of the United States, and accordingly the Consideration Shares may
not be offered, sold, pledged or transferred, directly or
indirectly, in, into or within the United States except pursuant to
an exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and the securities
laws of any relevant state or jurisdiction of the United
States.
No person has been authorised to give any information or to make
any representations other than those contained in this announcement
and the Prospectus, and, if given or made, such information or
representations must not be relied on as having been authorised by
the Company.
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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