THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO, CANADA, JAPAN, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA OR THE UNITED STATES OR ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.
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 published by AEW UK REIT plc in connection with the initial placing, initial offer for subscription and intermediaries offer, the share issuance programme and the admission of the Company's new ordinary shares to listing on the premium listing segment of the Official List and to trading on the main market for listed securities of the London Stock Exchange plc ("Admission"). A copy of the Prospectus is available, inter alia, from www.aewukreit.com.
This announcement is not an offer to sell, or a solicitation of an offer to acquire, securities 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.
20 October 2017
AEW UK REIT plc
Results of Initial Issue
The Board of AEW UK REIT plc (the "Company") is pleased to announce that the Company has raised gross proceeds of approximately £28.1 million pursuant to the Initial Placing, Initial Offer for Subscription and Intermediaries Offer (the "Initial Issue") of the Share Issuance Programme, as described in the prospectus published by the Company on 28 September 2017 (the "Prospectus"). The net proceeds of the Initial Issue are expected to be approximately £27.5 million.
Applications have been received under the Initial Issue for 27,911,001 Shares, which will be issued at a price of 100.5 pence per Share.
Application has been made for the new Shares to be admitted to trading on the Main Market of the London Stock Exchange plc and to listing on the premium segment of the Official List of the UK Listing Authority ("Admission"). It is expected that Admission will become effective, and that dealings in the new Shares will commence, at 8.00 a.m. (London time) on 24 October 2017.
Fidante Capital are acting as Sponsor, Financial Adviser and Sole Bookrunner to the Company. Solid Solutions Associates acted as Intermediaries Offer Advisor.
Following this issue of Shares, the Company's issued share capital will consist of 151,558,251 Shares. Accordingly the total number of voting rights in the Company will be 151,558,251 and this figure may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.
Terms used and not defined in this announcement shall have the meaning given in the Prospectus unless the context otherwise requires.
LEI: 21380073LDXHV2LP5K50
Enquiries
For further information please contact:
AEW UK Investment Management LLP Alex Short Laura Elkin Nicki Gladstone |
020 7016 4880 |
Company Secretary Capita Company Secretarial Services Limited |
020 7954 9547 [email protected] |
Sponsor, Financial Adviser and Sole Bookrunner Fidante Capital Katie Standley |
020 7832 0900 |
Intermediaries Offer Enquiries Solid Solutions Nigel Morris |
020 7549 1613 [email protected] |
Media Enquiries: Temple Bar Advisory |
0207 002 1510 |
Ed Orlebar |
[email protected] 07738 724 630 |
Tom Allison Alycia MacAskill |
07789 998 020 07876 222 703 |
About AEW UK REIT
AEW UK REIT plc (LSE: AEWU) aims to deliver an attractive total return to shareholders by investing predominantly in smaller commercial properties (typically less than £10 million), on shorter occupational leases in strong commercial locations across the United Kingdom. The Company was listed on the Official List of the UK Listing Authority and admitted to trading on the Main Market of the London Stock Exchange on 12 May 2015. Since its IPO in May 2015, AEWU has invested a total of £144 million across regional commercial property assets. It is currently invested in office, retail, industrial and leisure assets, with a focus on active asset management, repositioning the properties and improving the quality of the income stream.
AEWU is currently paying an annualised dividend of 8p per share.
About AEW UK Investment Management LLP
AEW UK Investment Management LLP is a 50:50 joint venture between the Management Team and AEW. It employs a well-resourced team comprising 25 individuals covering investment, asset management, operations and strategy. It is part of AEW Group, one of the world's largest real estate managers, with €58.5 billion of assets under management as at 30 June 2017. AEW Group comprises AEW SA and AEW Capital Management L.P., a U.S. registered investment manager and their respective subsidiaries. In Europe, as at 30 June 2017, AEW Group managed €26.0 billion in value in properties of all types located in 15 countries, with over 380 staff.
Important Information
The information in this announcement is for background 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 for information purposes only and is not intended, and should not be construed, as an offer of securities for sale in the United States or any other jurisdiction.
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.
This announcement does not contain or constitute an offer for sale of, or the solicitation of an offer or an invitation to buy or subscribe for, Shares to any person in the United States, Australia, Canada, South Africa or Japan or in any jurisdiction to whom or in which such offer or solicitation is unlawful.
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 public offer of the Shares in the United States, Australia, Canada, South Africa or Japan.
Each of the Company, the Investment Manager, Fidante Capital and their respective affiliates 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.
Fidante Partners Europe Limited (trading as Fidante Capital) is authorised and regulated in the United Kingdom by the Financial Conduct Authority, and acting exclusively for the Company and no-one else in connection with the Initial Issue and Admission. They will not regard any other person as their respective clients in relation to the Initial Issue 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 Initial Issue and Admission, the contents of this announcement or any transaction, arrangement or other matter referred to herein.
None of the Company, the Investment Manager, Fidante Capital 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, Fidante Capital 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.
