Schedule 1 Update - Max Property Group Plc
21 Mai 2009 - 12:07PM
UK Regulatory
TIDMMAX
RNS Number : 6453S
AIM
21 May 2009
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| ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN |
| ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES") |
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| |
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| COMPANY NAME: |
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| Max Property Group Plc |
| |
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| COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING |
| ADDRESS (INCLUDING POSTCODES) : |
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| 26 New Street |
| St Helier |
| Jersey JE2 3RA |
| |
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| COUNTRY OF INCORPORATION: |
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| Jersey |
| |
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| COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE |
| 26: |
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| www.maxpropertygroup.com |
| |
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| COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF |
| AN INVESTING COMPANY, DETAILS OF ITS INVESTING STRATEGY). IF THE |
| ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS |
| SHOULD BE STATED: |
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| Max Property Group Plc is a newly formed Jersey incorporated closed-ended |
| real estate investment company. On Admission, the Company will have an |
| experienced Board, chaired by Aubrey Adams, and will be externally managed |
| by Prestbury Investments LLP, which is owned and managed by a team led by |
| Nick Leslau and Mike Brown. |
| The Company's strategy is to exploit the current cyclical weakness in the |
| UK real estate market through opportunistic investment and active |
| management with a view to realising cash returns for shareholders over an |
| investment cycle of approximately seven and a half years. |
| The intention of the Directors is to create significant value for |
| shareholders, principally through the following: |
| * |
| exploiting the current weakness of the UK real estate sector;* |
| targeting properties which meet specific investment criteria: properties |
| that are well located for their use; that have scope for medium term value |
| enhancement through active asset management; and where downside is |
| protected through long term, secure rental flows or through underlying |
| capital values either in existing or alternative uses;* |
| using borrowings with a view to enhancing equity returns; and* |
| enhancing rental and capital growth through active asset management, |
| and then returning value to shareholders over the investment cycle. |
| The Company will focus on UK real estate assets and the intention is to |
| seek out investments wherever and in whatever asset class the Directors |
| consider the best opportunities lie without specific restrictions on the |
| size of a single investment, exposure to a specific asset class, or a |
| particular type of tenant or geographical area. The Directors' aim is to |
| seek to provide a spread of asset classes, tenant exposures, tenures and |
| locations as the Company's portfolio expands. |
| The Company will not speculatively develop, invest outside the UK or take |
| unhedged interest rate risk. |
| The Company will invest in assets over a five year period. After the end |
| of those five years it will not seek new acquisitions and will manage and |
| realise its assets with a view to making a final return to shareholders |
| over an investment cycle which, depending on prevailing market conditions, |
| is anticipated to be seven and a half years from Admission. |
| The Management Team, comprising Nick Leslau, Mike Brown, Sandy Gumm and |
| Tim Evans, between them have extensive experience in the UK real estate |
| market over more than 25 years (with over 65 years of combined experience |
| in real estate), and with a track record of having successfully created |
| value for shareholders through previous economic cycles (including |
| significant market out-performance during the recession of the early |
| 1990's). Nick Leslau, Mike Brown and Sandy Gumm all have relevant |
| experience as directors of UK listed companies. |
| Prestbury Investments LLP has committed to providing exclusive deal flow |
| to the Company (with certain limited exceptions) for a period of at least |
| five years from Admission. Prior to entering into an agreement to acquire |
| any property, Prestbury Investments LLP, on behalf of the Group, will |
| expect to perform due diligence on the proposed investment. In so doing, |
| it would typically rely in part on third parties to conduct a significant |
| portion of this due diligence (including legal reports on title and |
| property valuations). |
| |
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| DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO |
| TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, |
| nominal value and issue price to which it seeks admission and the number |
| and type to be held as treasury shares): |
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| Ordinary shares of no par value |
| |
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| CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET |
| CAPITALISATION ON ADMISSION: |
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| GBP200m to be raised, equating to GBP200m market capitalisation (before |
| exercise of the Over-allotment Arrangement relating to up to 20 million |
| Shares) |
| |
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| PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION: |
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| GBP87.9m - approximately 44% not in Public Hands at Admission, before |
| exercise of the Over-allotment Arrangement, and 40% not in Public Hands |
| after exercise of the Over-allotment Arrangement |
| |
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| DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM |
| SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE OR WILL BE ADMITTED OR |
| TRADED: |
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| Channel Islands Stock Exchange (CISX) |
| |
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| FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining |
| the first name by which each is known or including any other name by which |
| each is known): |
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| Existing Directors: |
| Nicholas Mark Leslau (Non-executive Director) - Nick |
| Sandra Louise Gumm (Non-executive Director) - Sandy |
| Alexander Anders Ohlsson (Non-executive Director) - Alex |
| David Frobisher Waters (Non-executive Director) |
| Proposed Directors: |
| Aubrey John Adams (Non-executive Chairman) |
| Keith Hamill (Non-executive Director) |
| John Holmes Stephen (Non-executive Director) |
| Phillip Michael Brown (Non-executive Director) - Mike |
| |
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| FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A |
| PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION |
| (underlining the first name by which each is known or including any other |
| name by which each is known): |
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| Pre Admission: |
| Sandra Louise Gumm (100% Shareholder) - Sandy |
| Post Admission: |
| Investor % shareholding post % shareholding post |
| Admission Admission |
| (over-allotment (over-allotment |
| option not option exercised) |
| exercised) |
| OZ UK Real Estate Securities 17.5% 15.9% |
| Ltd |
| Blackrock Investment 13.6% 12.4% |
| Management |
| Fidelity Management & Research 10.0% 9.1% |
| MPG Feeder Limited (1) 10.0% 9.1% |
| Aviva Investors Global 9.0% 8.2% |
| Services |
| Threadneedle Asset Management 9.0% 8.2% |
| F&C Asset Management 5.2% 4.8% |
| Moore Capital Management 5.0% 4.5% |
| Dominic Silvester 5.0% 4.5% |
| Schroder Investment Management 4.2% 3.9% |
| Standard Life Investments 3.7% 3.4% |
| |
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| NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, |
| PARAGRAPH (H) OF THE AIM RULES: |
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| none |
| |
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| * ANTICIPATED ACCOUNTING REFERENCE DATE * |
| DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS |
| BEEN PREPARED (this may be represented by unaudited interim financial |
| information)* |
| DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM |
| RULES 18 AND 19: |
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| (i) 31 March |
| (ii) 30 April 2009 |
| (iii) 5 months ending 30 September 2009; report due by 31 December 2009 |
| Year ending 31 March 2010; report due by 30 September 2010 |
| 6 months ending 30 September 2010; report due by 31 December 2010 |
| |
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| EXPECTED ADMISSION DATE: |
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| 27 May 2009 |
| |
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| NAME AND ADDRESS OF NOMINATED ADVISER: |
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| Morgan Stanley & Co. International Plc |
| 25 Cabot Square |
| Canary Wharf |
| London E14 4QA |
| |
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| NAME AND ADDRESS OF BROKER: |
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| Morgan Stanley Securities Limited |
| 25 Cabot Square |
| Canary Wharf |
| London E14 4QA |
| Oriel Securities Limited |
| 125 Wood Street |
| London EC2V 7AN |
| |
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| OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR |
| INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A |
| STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE |
| ADMISSION OF ITS SECURITIES: |
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| 26 New Street |
| St Helier |
| Jersey JE2 3RA |
| www.maxpropertygroup.com |
| The Admission Document will contain full details about the applicant and |
| the Admission of its securities |
| |
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| DATE OF NOTIFICATION: |
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| 21 May 2009 |
| |
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| NEW/ UPDATE: |
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| UPDATE |
| |
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This information is provided by RNS
The company news service from the London Stock Exchange
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