R.E.A. Holdings plc ("REAH" or the "company")
REA Finance BV ("REA Finance")
Issue by the company of a supplementary prospectus in relation to the proposed issue by REA Finance of up to £40 million nominal of 8.75 per cent guaranteed sterling notes 2020
Introduction
Further to the announcement on 3 August 2015 in connection with a proposal to create up to £40 million nominal of 8.75 per cent guaranteed sterling notes 2020 ("new sterling notes"), to be issued:
(a) by way of an exchange offer under which the company, on behalf of REA Finance, will offer to acquire all of the £34.54 million nominal of existing sterling notes for a consideration comprising, for each £100,000 nominal of existing sterling notes, £100,000 nominal of new sterling notes plus an amount in cash equal to (I) £2,000 and (II) the interest accrued but unpaid on £100,000 nominal of existing sterling notes as at the date on which such offer becomes unconditional (the "exchange offer"); and
(b) as to the balance, by way of a cash placing at par (the "placing")
(the issue of new sterling notes pursuant to the exchange offer and the placing being, together, the "proposed issue").
The company further announces that REA Finance has today published a supplementary prospectus (the "supplementary prospectus") in respect of the proposed issue.
Purpose of the supplementary prospectus
The purpose of the supplementary prospectus is to supplement the prospectus by incorporating by reference the REAH half yearly report published by REAH on 26 August 2015 (the "2015 half yearly report"). This includes the unaudited consolidated financial statements of REAH for the six months ended 30 June 2015.
2015 half yearly report
A copy of the 2015 half yearly report has been filed with the Financial Conduct Authority.
Copies of documents incorporated by reference in the prospectus may be inspected during normal business hours at the London offices of Ashurst LLP at Broadwalk House, 5 Appold Street, London EC2A 2HA and may be obtained (without charge) from the website of the Regulatory News Service operated by the London Stock Exchange at www.londonstockexchange.com/exchange/prices-and-news/news/market-news/market-news-home.html and the website of the company at www.rea.co.uk.
Significant or material change
Save as disclosed in the Chairman's statement on pages 4 to 8 (inclusive) of the 2015 half yearly report and under the headings "Risks and uncertainties" and "Going concern" on page 9 of the 2015 half yearly report relating to movements in the CPO price, there has been no significant change in the financial or trading position of REAH or the group since 30 June 2015 and there has been no material adverse change in the prospects of REAH or the group since 31 December 2014.
A copy of the supplementary prospectus has been filed with the National Storage Mechanism and will be available for inspection at www.morningstar.co.uk/uk/nsm.
The supplementary prospectus is supplemental to, and should be read and construed together with, the prospectus.
Save as disclosed in the supplementary prospectus, no other significant new factor, material mistake or inaccuracy relating to information included in the prospectus has arisen or been noted, as the case may be, since the publication of the prospectus.
Enquiries:
R.E.A Holdings plc
Tel: 020 7436 7877
