Issue of New Ordinary Shares

20 Jun 2005 07:00

Capital & Regional plc20 June 2005 Not for release, publication or distribution in, or into the United States,Canada, Australia or Japan FOR IMMEDIATE RELEASE 20 June 2005 CAPITAL & REGIONAL PLC ISSUE OF NEW ORDINARY SHARES Capital & Regional plc, the co-investing property asset manager, today announcedplans to issue up to 3,360,000 new ordinary shares for cash, representing up tojust under 5% of the existing issued share capital. The shares will be placedthrough UBS Limited at a price to be established through a bookbuild process. The proceeds of the placing will be used to pay down debt, and strengthen thecompany's position for further repurchases of its Convertible Unsecured LoanStock. This loan stock was issued at £1 in 1996 with a right to convert intoordinary shares at a price of £1.9448 per share. The share price has since risento around £8 per share. The premium over the original subscription price paid onany loan stock repurchases will be claimed as a corporation tax deduction. - ENDS - For further information:Capital & Regional:Martin Barber, Chief Executive Tel. 020 7932 8101William Sunnucks, Group Finance Director Tel. 020 7932 8125 UBS LimitedTim Guest / Michael Aaron Tel. 020 7568 2549 gcg hudson sandlerMichael Sandler / James Benjamin Tel. 020 7796 4133 Notes to Editors About Capital & Regional plc Capital & Regional is the co-investing asset manager which specialises in towncentre shopping centres, out of town retail parks, and urban entertainmentcomplexes. Capital & Regional founded the Mall and Junction Funds in conjunction withMorley Fund Management. It also founded the X-Leisure Fund with HermesInvestment Management, and has a number of other joint ventures anddevelopments. Its shares are quoted on the London Stock Exchange. Over the last five years the company has made 21 repurchases of equity. Thetotal equity raised since flotation in 1986 is £200 million, of which £95million has since been repurchased. In addition, since September 2004 Capital & Regional has spent £45.5 million onrepurchasing loan stock, which has had the effect of reducing the company'sshare capital on a fully diluted basis. The company last repurchased loan stockon 18 March 2005, leaving 44% of the loan stock originally issued currentlyoutstanding. For further information see www.capreg.com Disclaimers The issue of up to 3,360,000 new ordinary shares (the "Placing Shares") for cash(the "Placing") is conditional inter alia on the admission of the Placing Sharesby the UK Listing Authority, their admission to trading on the London StockExchange, for which application has been made and commencement of dealings inthe Placing Shares. Dealings in the Placing Shares, which will rank pari passuin all respects with the existing ordinary shares in the company, are expectedto commence on Thursday 23 June 2005. UBS Limited has agreed to use reasonableendeavours to procure placees to take up the Placing Shares. Details of theprice at which the Placing Shares are to be offered will be announced as soon aspossible after the bookbuild process. This announcement has been issued by, and is the sole responsibility of, Capital& Regional. UBS Limited is acting for Capital & Regional in connection with thePlacing and no-one else and will not be responsible to anyone other than Capital& Regional for providing the protections offered to clients of UBS Limited norfor providing advice in relation to the Placing. Members of the public are not eligible to take part in the Placing. Thisannouncement, in so far as it constitutes an invitation or inducement toparticipate in the Placing, is directed only at persons who have professionalexperience in matters relating to investments who fall within article 19(1) ofThe Financial Services and Markets Act 2000 (Financial Promotion) Order 2001 (asamended) (the "Order") or are persons falling within article 49(2) (a) to (d) ofthe Order (all such persons together being referred to as "Relevant Persons").This announcement, in so far as it constitutes an invitation or inducement toparticipate in the Placing, must not be acted on or relied on by persons who arenot Relevant Persons. Any investment or inducement activity in so far asrelating to participation in the Placing is available only to Relevant Personsand will be engaged in only with Relevant Persons. This announcement does not constitute an offer of securities for sale in theUnited States. The information contained herein is not for publication ordistribution to persons in the United States. The Placing Shares have not beenand will not be registered under the U.S. Securities Act of 1933 (the"Securities Act") and may not be offered or sold in the United States unlessthey are registered with the U.S. Securities and Exchange Commission or pursuantto an exemption from the registration requirements of the Securities Act. This information is provided by RNS The company news service from the London Stock Exchange