Real Est.cred Regulatory News (RECI)

13 Sep 2007 15:02

Queen's Walk Investment Limited13 September 2007 Tender Offer Announcement Introduction On 2 August 2007, Queen's Walk Investment Limited (the "Company") announced thatit intended to buy back at least 10 per cent. of its existing ordinary shares inissue ("Ordinary Shares") by means of a tender offer. The Company has today sent a circular (the "Tender Offer Circular") to EligibleShareholders (as defined in the Tender Offer Circular) detailing its proposedtender offer to purchase up to 24.99 per cent. of its Ordinary Shares andthereby to return a maximum of €25 million in cash to shareholders (the "TenderOffer"). The Tender Offer will be open from 13 September to 3.00 p.m. on 27 September2007 and is being made at a price per Ordinary Share of up to €6.30 (the "Maximum Price"). The Maximum Price represents a premium of approximately 34 percent. over the middle market closing price (as derived from the Daily OfficialList of the London Stock Exchange) of €4.70 per Ordinary Share on 11 September2007. The Tender Offer is conditional on the approval of shareholders at theextraordinary general meeting of the Company to be held at 12.30 p.m. on 8October 2007. The Tender Offer is only available to Eligible Shareholders inrespect of the number of Ordinary Shares registered in those shareholders' namesat 5.00 p.m. on 27 September 2007 (the "Record Date"). Background to and reasons for the Tender Offer The Directors recognise that, although the Ordinary Shares are traded on themain market of the London Stock Exchange and the Company has a policy of buyingits Ordinary Shares in the market for cancellation, the Ordinary Shares havebeen consistently priced at a discount to their underlying asset value. In arriving at the maximum number and price range of Ordinary Shares to berepurchased, the Board of the Company has taken account of current marketconditions which have increased the volatility surrounding the fair value of theCompany's portfolio. The Company remains comfortable in the cash generativecapability of its assets and believes that the cash available to the Company issufficient to continue with the Tender Offer within the parameters specified. The Tender Offer The Tender Offer Circular which contains the formal terms and conditions of theTender Offer, and a tender form, containing instructions to shareholders on howto tender their Ordinary Shares should they choose to do so, were today sent toshareholders. The Company is proposing to return up to €25 million in cash through a purchaseof at least 10 per cent. and not more than 24.99 per cent. of its existingOrdinary Shares. Once purchased, those Ordinary Shares will be cancelled andwill not be available for re-issue. The Tender Offer is being made available to Eligible Shareholders on theregister of members at the Record Date. Eligible Shareholders may participate inthe Tender Offer by tendering all or a proportion of the Ordinary Shares held bythem at the Record Date. Director's intentions The Directors who are beneficially interested in Ordinary Shares have indicatedthat they will not tender Ordinary Shares pursuant to the Tender Offer. The Company has been informed on behalf of Cheyne ABS Opportunities Fund L.P.that, with the support of its largest investor, Cheyne Special Situations FundL.P., it will not be participating in the Tender Offer. Cheyne ABS OpportunitiesFund L.P. is the holder of 17,900,756 Ordinary Shares representing approximately45 per cent. of the issued Ordinary Shares. Expected timetable Tender offer opens 13 SeptLatest time and date for receipt of Tender Forms 3 p.m. on 27 SeptRecord Date for the Tender Offer 5 p.m. on 27 SeptAnnouncement of Strike Price 28 OctLatest time and date for receipt of the Form of Proxy 12:30 p.m. on 6 OctExtraordinary General Meeting 12.30 p.m. on 8 OctAnnouncement of result of Extraordinary General Meeting 8 OctCREST accounts credited with Tender Offer proceeds and revised 15 Octholdings of uncertificated Ordinary SharesDespatch of cheques for Tender Offer proceeds for certificated 15 OctOrdinary SharesDespatch of balance share certificates for unsold Ordinary Shares and 15 Octshare certificates for unsuccessful tenders (certificated holdersonly) Current trading On 4 September 2007, the Company announced its results for the first quarterending 30 June 2007. The net asset value of the Company's portfolio as at 30June 2007 was €7.01 per share. Since 30 June 2007, volatility in the EuropeanABS markets has increased significantly as capital has been withdrawn from thesector. Significant market events outside of the Company's control may causethe discount rates applied by market participants to the UK, European and SMEresiduals to widen. While a widening of discount rates would not affect thecash generative capability of the Company's residuals, this may have a materialimpact on the Company's NAV in future periods. The Company's net leverage as at 30 June 2007 was 3.0% and will increasefollowing the completion of the Tender Offer. For further information please contact: Investor Relations: Caroline Villiers +44 (0) 20 7153 1521 About Queen's Walk Queen's Walk Investment Limited is a Guernsey-incorporated investment companylisted on the London Stock Exchange. The Company's investment objective is topreserve capital and to provide stable returns to shareholders in the form ofquarterly dividends. To achieve this, Queen's Walk invests primarily in adiversified portfolio of subordinated tranches of asset backed securities,including the unrated "equity" or "first loss" residual income positiontypically retained by the banks or other financial institutions which haveoriginated the loan assets that collateralise a securitisation transaction. TheCompany makes such investments where its investment manager, Cheyne CapitalManagement Limited, considers the coupon or cash flows from the investment to beattractive relative to the credit exposure of the underlying asset collateral.The Company believes that its investment focus provides equity investors withexposure to a relatively new investment opportunity in this asset class. This information is provided by RNS The company news service from the London Stock Exchange