NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED TO CONSTITUTE INSIDE INFORMATION AS STIPULATED BY THE MARKET ABUSE REGULATION (EU) 596/2014. UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
LAUNCH OF PLACING OF UP TO 13,265,000 ORDINARY SHARES IN LOGISTA
30 July 2018
Imperial Brands PLC ("Imperial Brands") announces today its intention to sell up to 13,265,000 ordinary shares (the "Placing Shares") in Compañía de Distribución Integral Logista Holdings, S.A. ("Logista", or the "Company"). The Placing Shares are held indirectly by Imperial Brands and represent approximately 9.99 per cent of the Company's existing issued ordinary share capital (the "Placing").
The Placing Shares are being offered to institutional investors by way of an accelerated bookbuild placing, which is open with immediate effect. Barclays Bank PLC and Morgan Stanley & Co. International plc are acting as joint global co-ordinators on the Placing (together, the "Joint Global Co-ordinators").
Following completion of the Placing, and assuming the sale of the aforementioned number of shares, Imperial Brands will indirectly hold 66,385,001 Logista shares, representing approximately 50.01 per cent of Logista's issued share capital. Imperial Brands has also entered into a 180 day lock-up restriction from settlement on its remaining Logista shares, whereby it has agreed not to dispose of any remaining shares without the Joint Global Co-ordinators' consent.
Alison Cooper, CEO of Imperial Brands commented:
"Logista continues to perform strongly and we have taken the opportunity to realise further value from the business, releasing capital to support further debt reduction. As we announced in May, we are continuing to progress opportunities to reallocate capital, initially targeting proceeds of up to £2 billion which will be used to pay down debt, deliver returns to shareholders and where appropriate, invest in our growth agenda."
The final number of Placing Shares to be placed and the price per Placing Share will be agreed by Imperial Brands and the Joint Global Co-ordinators at the close of the bookbuild process, and the results of the Placing will be announced as soon as practicable thereafter through an "Hecho Relevante". The timing of the closing of the book, pricing and allocations is at the absolute discretion of Imperial Brands and the Joint Global Co-ordinators.
Enquiries:
Imperial Brands Investor Relations
Peter Durman +44 (0) 7970 328 903
Matt Sharff +44 (0) 7964 110 921
Mat Slade +44 (0) 7811 974 438
Imperial Brands Press Enquiries
Alex Parsons +44 (0) 7967 467 241
Simon Evans +44 (0) 7967 467 684
Barclays Bank PLC +44 (0) 207 623 2323
David Koch
Chris Madderson
Morgan Stanley & Co. International plc +44 (0) 207 425 8000
Martin Thorneycroft
Mark Maislish
IMPORTANT NOTICE
THIS ANNOUNCEMENT IS NOT AN OFFER OF SECURITIES FOR SALE IN THE UNITED STATES. THE SECURITIES REFERRED TO HEREIN HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION OR AN APPLICABLE EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT. THERE IS NO INTENTION TO REGISTER ANY SECURITIES REFERRED TO HEREIN IN THE UNITED STATES OR TO CONDUCT A PUBLIC OFFERING OF SECURITIES IN THE UNITED STATES.
THE SECURITIES MAY NOT AND WILL NOT BE OFFERED OR SOLD IN CANADA, JAPAN AND AUSTRALIA.
The distribution of this announcement may, in certain countries, constitute a breach of applicable laws.
With respect to the Member States of the European Economic Area which have implemented Directive 2003/71/EC as amended (together with any applicable implementing measures in any member state, the "Prospectus Directive") (each a "Relevant Member State"), no action has been undertaken or will be undertaken to make an offer to the public of the securities referred to herein requiring the publication of a prospectus in any Relevant Member State. As a result, these securities may only be offered or sold in any Relevant Member State pursuant to an exemption under the Prospectus Directive.
This announcement is only addressed to, and directed at, persons in Relevant Member States who are "qualified investors" within the meaning of article 2(1)(e) of the Prospectus Directive ("Qualified Investors").
In the United Kingdom, this announcement is directed only at, Qualified Investors (i) who are "investment professionals" falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), or (ii) persons falling within article 49(2)(a)-(d) ("high net worth companies, unincorporated associations etc") of the Order (all such persons together being referred to as "Relevant Persons"). Under no circumstances should persons who are not Relevant Persons rely or act upon the contents of this announcement. Any investment or investment activity to which this announcement relates in the United Kingdom is available only to, and will be engaged only with, Relevant Persons.
Barclays Bank PLC ("Barclays") and Morgan Stanley & Co. International plc ("Morgan Stanley" and together with Barclays, the "Joint Global Co-ordinators"), are each authorised in the United Kingdom by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority, are acting for Imperial Brands and for no-one else in connection with the transaction referred to herein and will not be responsible to anyone other than Imperial Brands for providing the protections afforded to clients of such Joint Global Co-ordinators, or for providing advice in relation to the transaction referred to herein, the contents of this announcement or any transaction, arrangement or other matter referred to in this announcement.
This announcement has been issued by Imperial Brands and is the sole responsibility of Imperial Brands apart from the responsibilities and liabilities, if any, that may be imposed on the Joint Global Co-ordinators (or either of them) by the Financial Services and Markets Act 2000, as amended. Each of the Joint Global Co-ordinators does not accept any responsibility whatsoever and makes no representation or warranty, express or implied, for the contents of this announcement, including its accuracy, completeness or verification or for any other statement made or purported to be made by Imperial Brands, or on Imperial Brands' behalf, or by the Joint Global Co-ordinators (or either of them) or on their behalf, in connection with Imperial Brands or the transaction, and nothing in this announcement is or shall be relied upon as a promise or representation in this respect, whether as to the past or future. Each of the Joint Global Co-ordinators accordingly disclaims to the fullest extent permitted by law all and any responsibility and liability, whether arising in tort, contract or otherwise, which they might otherwise have in respect of this announcement and any such statement.
This announcement includes statements that are, or may be deemed to be, forward-looking statements. These forward-looking statements may be identified by the use of forward-looking terminology, including the terms "intends", "expects", "will", or "may", 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. Any forward-looking statements are subject to risks relating to future events and assumptions relating to Imperial Brands' business, in particular from changes in political conditions, economic conditions or evolving business strategy. No assurances can be given that the forward-looking statements in this document will be realised. As a result, no undue reliance should be placed on these forward-looking statements as a prediction of actual results or otherwise.
