Placing and Open Offer
29 Oktober 2003 - 8:00AM
UK Regulatory
RNS Number:4140R
Bizspace PLC
29 October 2003
Bizspace plc
Placing and Open Offer to raise #5m
Bizspace plc ("Bizspace" or the "Company"), the provider of flexible managed
workspace for small to medium sized businesses, announces that it is proposing
to raise approximately #4.95m (net of expenses) through a Placing and Open
Offer, to provide the Company with further funding to continue its expansion
policy.
Highlights:
* Conditional Placing of 19,013,175 New Ordinary Shares at a price of 28p per
share to raise approximately #4.95m (net of expenses)
* Shares conditionally placed by Teather & Greenwood with institutional
investors, subject to applications by Qualifying Shareholders under the Open
Offer
* Safeland plc and Safeland Holdings Corporation will not to take up
their entitlement under the Open Offer, representing approximately 27% of
the New Ordinary Shares to be issued, to facilitate a wider institutional
shareholder base
* Neil Corderey, Managing Director, and Paul Davis, Finance Director, to
apply for 30,000 New Ordinary Shares and 16,936 New Ordinary Shares
respectively under the Open Offer
* The Directors have undertaken to vote in favour of the EGM resolutions
in respect of their beneficial holdings, approximately 3.8% of the Existing
Ordinary Shares.
Reasons for the Issue:
* To take advantage of potential acquisitions of multi-let properties to
further consolidate and expand Bizspace's position as one of the largest
providers of managed workspace accommodation in the UK
* Net proceeds plus bank loans should enable the Company to acquire
seven further centres at an assumed cost of #1.5m each and to partially upgrade
some existing sites
Neil Corderey, Managing Director of Bizspace plc, said:
"Our recent Interim Results have shown the progress that has been made in
building shareholder value. We hope to continue to progress and believe that
these funds will enable us to take advantage of opportunities when they arise
and to selectively acquire multi-let properties as and when they become
available."
For further information, please contact:
Bizspace plc Binns & Co PR Ltd
Neil Corderey, Managing Director Paul McManus
Paul Davis, Finance Director Nathalie Ells
Tel: 020 8815 1616 Tel: 020 7786 9600
www.biz-space.co.uk Mob: 07980 541 893
Teather & Greenwood Ltd
Christopher Hardie
David Galan
Tel: 020 7426 9000
The following is extracted from a circular that will be posted to Shareholders
on 29 October 2003:
"Introduction
In order to provide the Company with appropriate levels of funding to continue
its expansion policy, 19,013,175 New Ordinary Shares are being conditionally
placed with institutional investors at a price of 28p pence per share to raise
approximately #4.95 million after expenses. Qualifying Shareholders are invited
to participate in the Issue at the Placing Price on the basis of 1 New Ordinary
Share for every 2 Ordinary Shares held on the Record Date.
This requires the approval of Shareholders and an EGM is to be held at 10.00am
on 21 November 2003, at which the necessary resolution will be put.
Background
At the time of the Company's flotation on AIM in July 2000, the Group owned
three workspace centres. Today the Group operates 19 centres nationwide, the
expansion having been funded by three earlier fundraisings. The 19 centres
comprise almost 1.5m sq ft of lettable accommodation, encompassing some 850
individual units and occupied by approximately 700 businesses and individuals of
which almost 1.3m sq ft is currently occupied or available for rent. As at 31
August 2003 core occupancy levels across the portfolio averaged 83% of the
lettable space. The Group's annualised gross income was approximately #5.7m as
at 28 February 2003.
Reasons for the Issue, Strategy and Prospects
The managed workspace sector is still very much in its infancy and is
fragmented. There are few branded organisations currently operating nationwide
with multiple sites. Therefore whilst the Directors believe that Bizspace is
already one of the largest providers of managed workspace accommodation in the
UK, they also consider that there are many multi-let properties available which
could be suitable for acquisition to further consolidate and expand Bizspace's
position within this market. In order to be in a position to take advantage of
opportunities when they arise and having regard to the optimal levels of bank
borrowing, the Directors consider it is in Shareholders' best interests for
Bizspace to raise further cash resources to take advantage of potential
acquisitions.
The Directors believe that the net proceeds of the Placing and Open Offer,
amounting to approximately #4.95 million, should enable the Company to acquire
seven further centres and to partially upgrade some of its existing sites. This
assumes a purchase price averaging #1.5 million for each newly purchased centre
and on the further assumption that the Company will be able to borrow on a
loan-to-value ratio on terms consistent with its existing facilities.
Banking Facilities
The Director's intend to continue the Company's strategy of acquiring workspace
centres funded by seeking further bank borrowings, on terms similar to its
existing facilities, based on cash flow generated from those centres. The
Company's bankers, Anglo Irish Banking Corporation plc, have indicated that it
is their present intention to grant additional facilities of approximately #11.8
million conditional, inter-alia, on the Placing and Open Offer.
Placing and Open Offer
The Company is proposing, inter alia, to raise approximately #5.32 million gross
(approximately #4.95 million net of expenses) by the issue of 19,013,175 New
Ordinary Shares pursuant to a Placing and Open Offer. The New Ordinary Shares
have been conditionally placed by Teather & Greenwood with institutional
investors, subject to clawback to satisfy valid applications by Qualifying
Shareholders under the Open offer.
Under the Open Offer, Qualifying Shareholders will have the right to subscribe
for
1 New Ordinary Share for every 2 Ordinary Shares
held on the Record Date at a price of 28p per New Ordinary Share. An irrevocable
undertaking has been obtained from each of Safeland and SHC (Safeland Holdings
Corporation) not to take up their respective entitlements under the Open Offer
in respect of 5,090,898 New Ordinary Shares in aggregate, representing
approximately 27 per cent. of the New Ordinary Shares to be issued under the
Placing and Open Offer, and, accordingly, Teather & Greenwood has conditionally
placed these shares firm.
Recommendation and Directors' Intentions
The Directors consider that the Placing and Open Offer is in the best interests
of the Company and its Shareholders.
Accordingly, the Directors unanimously recommend you to vote in favour of the
Resolution to be proposed at the Extraordinary General Meeting as they have
undertaken to do in respect of their beneficial holdings of 1,440,576 Ordinary
Shares in aggregate (representing approximately 3.79 per cent. of the Existing
Ordinary Shares).
In addition, irrevocable undertakings have been received from Bizspace Managing
Director Neil Corderey and Finance Director Paul Davis to apply for 30,000 New
Ordinary Shares and 16,936 New Ordinary Shares respectively under the Open
Offer."
Expected timetable of principal events 2003
Record date for the Open Offer 24 October
Latest time and date for splitting of Application Forms
(to satisfy bona fide market claims only) 3.00pm on 17 November
Latest time and date for receipt of Application Forms
and payment in full under the Open Offer 3.00pm on 19 November
Extraordinary General Meeting 10.00am on 21 November
Announcement of the results of the Open Offer 21 November
Dealings in the New Ordinary Shares on AIM
expected to commence 24 November
This information is provided by RNS
The company news service from the London Stock Exchange
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