Africa Opportunity Fund Limited Proposed placing of C Shares (6306Z)
10 Februar 2014 - 8:00AM
UK Regulatory
TIDMAOF
RNS Number : 6306Z
Africa Opportunity Fund Limited
10 February 2014
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART
IN OR INTO AUSTRALIA, CANADA, SOUTH AFRICA OR JAPAN OR THE UNITED
STATES OF AMERICA OR TO US PERSONS.
This announcement is an advertisement and not a prospectus and
investors should not subscribe for or purchase any securities
except on the basis of information in the prospectus to be
published by the Company in due course in connection with the
admission of the existing ordinary shares and C shares to trading
on the Specialist Fund Market of the London Stock Exchange (the
"Prospectus"). Copies of the Prospectus will, following
publication, be available from the offices of Edmond de Rothschild
Securities (UK) Limited.
10 February 2014
Africa Opportunity Fund Limited
Proposed placing of C Shares
Further to the announcement on 16 January 2014, the Company is
proposing to raise up to US$100 million by way of a placing of C
shares ("C Shares") at a placing price of US$1.00 per C Share (the
"Placing") and the admission to trading of the Ordinary Shares
being moved from AIM to the Specialist Fund Market of the London
Stock Exchange ("Admission").
It is currently expected that Admission will become effective
and that dealings will commence before the end of March 2014. C
Shares are not eligible for admission to AIM. The Company will
however be able to issue C Shares pursuant to the Placing if the C
Shares are admitted to trading on the Specialist Fund Market.
The Company and its investment manager, Africa Opportunity
Partners Ltd (the "Investment Manager") also intend, conditionally
upon completion of the Placing, to amend the management fee payable
to the Investment Manager pursuant to which the Investment Manager
will receive a management fee from Admission equal to the aggregate
of: (i) two per cent. of the net asset value per annum up to US$50
million; and (ii) one per cent. of the net asset value per annum in
excess of US$50 million, payable in US$ quarterly in advance. The
annual carried interest payable to the Investment Manager's
management team will continue unchanged.
The directors currently intend to take the opportunity before
Admission to propose, as an ordinary resolution, that the Company
continue in existence. If the continuation resolution is passed, a
further continuation resolution will be put to shareholders at an
extraordinary general meeting in 2019 and every five years
thereafter. It is currently anticipated that, immediately following
the continuation vote scheduled to be held in 2019, the Company
will provide shareholders with an opportunity to realise all or
part of their shareholding in the Company. This realisation
opportunity would be conditional on completion of the Placing and
subject to shareholder approval.
The Placing and Admission are subject, inter alia, to market
conditions and further details will be announced in due course. For
further information, please contact:
Africa Opportunity Fund Limited
Francis Daniels Tel: +27 11 684 1528
Edmond de Rothschild Securities (UK) Limited, Broker &
Financial
Adviser
Hiroshi Funaki Tel: +44 (0)20 7845 5960
Andrew Davies (Sales) Tel: +44 (0)20 7845 5960
William Marle Tel: +44 (0)20 7845 5950
funds@lcfr.co.uk
Grant Thornton UK LLP, Nominated Adviser
Philip Secrett Tel: +44 (0)20 7383 5100
David Hignell Tel: +44 (0)20 7383 5100
philip.j.secrett@uk.gt.com
This announcement has been prepared by the Company for
information purposes only and does not constitute an offer to sell,
or the solicitation of an offer to acquire or subscribe for, the C
Shares in any jurisdiction. Any offer and/or sale of C Shares will
not be registered under the applicable securities laws of the
United States, Australia, Canada, South Africa or Japan. Subject to
certain exceptions, the C Shares may not be offered or sold within
the United States, Australia, Canada, South Africa or Japan or to
any national, resident or citizen of the United States, Australia,
Canada, South Africa or Japan. This announcement does not
constitute any form of financial opinion or recommendation on the
part of the Company or any of its affiliates or advisers and is not
intended to be an offer, or the solicitation of any offer, to buy
or sell any securities in any jurisdiction.
Neither the U.S. Securities and Exchange Commission (the "SEC")
nor any state securities commission has approved or disapproved of
the securities referred to in this announcement or passed upon the
adequacy or accuracy of this announcement. Any representation to
the contrary is a criminal offence in the United States.
This information is provided by RNS
The company news service from the London Stock Exchange
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