Imperial Tobacco Group PLC announces the price range for the IPO of Logista
26 June, 2014
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INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA OR JAPAN OR IN ANY OTHER
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REGULATIONS OF SUCH JURISDICTION.
Imperial Tobacco Group PLC (?Imperial Tobacco?) announces the price range for the planned IPO of Compa??a de Distribuci?n Integral Logista Holdings, S.A.U. (?Logista?) following approval by the Comisi?n Nacional del Mercado de Valores (?CNMV?) of the prospectus relating to the IPO
On 10 June 2014 Imperial Tobacco announced its intention to launch an IPO of its subsidiary Logista, the leading integrated tobacco distribution and logistics company in Southern Europe. Logista intends to apply for admission to listing of its shares on the Spanish Stock Exchanges and Imperial Tobacco?s indirectly wholly-owned subsidiary Altadis S.A.U. intends to sell up to 30% of its shares in Logista to institutional investors in the IPO.
Logista will today announce the price range for its planned IPO, following approval by the CNMV of the prospectus relating to the IPO. The price range is set at ?12.50 to ?15.50 per share. The final price is currently expected to be announced on or around 10 July 2014 and may be outside this range. The mid-point of the price range implies a market capitalisation for Logista of approximately ?1,859 million. The maximum deal offer size is 39,824,999 shares, assuming full exercise of the over-allotment option. The offer comprises the sale of existing shares only. The full details of the IPO are disclosed in the prospectus approved by the CNMV earlier today and will be published on Logista?s website (www.grupologista.com).
Read a separate release from Logista at http://www.logista.com/en/Inversores.
Contacts
Tom Corran, Director of Investor Communication
Imperial Tobacco Group PLC
+44 (0)117 933 7510
Alex Parsons, Director of Group Communications
Imperial Tobacco Group PLC
+44 (0)7967 467241
Legal disclaimer
This announcement is not for release, distribution or publication, whether directly or indirectly and whether in whole or in part, into or in the United States, Canada or Japan or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction.
This announcement is for information purposes only and is not intended to constitute, and should not be construed as, an offer to sell or a solicitation of any offer to buy any securities of Compa??a de Distribuci?n Integral Logista Holdings, S.A.U. (the ?Company?, and such securities, the ?Securities?) in the United States, Canada or Japan or in any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of such jurisdiction.
The Securities are not and will not be registered under the U.S. Securities Act of 1933, as amended (the ?U.S. Securities Act?) and will also not be registered with any authority competent with respect to securities in any state or other jurisdiction of the United States of America. The Securities may not be offered or sold in the United States of America absent registration or an applicable exemption from the registration requirements under the U.S. Securities Act. There will be no public offering of Securities in the United States. Any Securities sold in the United States will be sold only to ?qualified institutional buyers? (as defined in Rule 144A under the U.S. Securities Act).
In the United Kingdom, this announcement and any other materials in relation to the Securities described herein are only being distributed to, and are only directed at, and any investment or investment activity to which this announcement relates are available only to, and will be engaged in only with, "qualified investors" (as defined in section 86(7) of the Financial Services and Markets Act 2000) and who are (i) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). Persons who are not relevant persons should not take any action on the basis of this announcement and should not act or rely on it.
In Australia this announcement is for distribution only to professional or sophisticated investors (i.e. those persons to whom offers can be made without a disclosure document, in accordance with sections 708(8) and (11) of the Corporations Act 2001 (Cth)) who are "wholesale clients" within the meaning of section 761G of the Corporations Act 2001 (Cth). Persons who are not wholesale clients and either a professional or sophisticated investor should not take any action on the basis of this announcement and should not act or rely on it.
The Company has not authorised any offer to the public of Securities in any Member State of the European Economic Area.
This communication is an advertisement for the purposes of Article 15 of Prospectus Directive 2003/71/EC and Article 28 of Spanish Royal Decree 1310/2005 of 4 November (Real Decreto 1310/2005 de 4 de Noviembre). Investors should not purchase any Securities referred to in this announcement except on the basis of information in the international offering memorandum prepared by the Company in connection with the offering or the prospectus approved by the CNMV earlier today relating to the offering and admission to listing of shares of Logista on the Spanish Stock Exchanges.
Copies of the prospectus are available to investors at the Company?s registered office in Spain and on the website of the Company (www.grupologista.com).
With respect to any Member State of the European Economic Area which has implemented the Prospectus Directive (each a ?Relevant Member State?), no action has been undertaken or will be undertaken to make an offer to the public of Securities requiring publication of a prospectus in any Relevant Member State. As a result, the Securities may only be offered in Relevant Member States (i) to any legal entity which is a qualified investor as defined in the Prospectus Directive; or (ii) in any other circumstances falling within Article 3(2) of the Prospectus Directive. For the purpose of this paragraph, the expression "offer of securities to the public" means the communication in any form and by any means of sufficient information on the terms of the offer and the Securities to be offered so as to enable the investor to decide to exercise, purchase or subscribe for the securities, as the same may be varied in that Member State by any measure implementing the Prospectus Directive in that Member State and the expression "Prospectus Directive" means Directive 2003/71/EC (and amendments thereto, including Directive 2010/73/EU, to the extent implemented in the Relevant Member State), and includes any relevant implementing measure in the Relevant Member State.
No action has been taken by the Company that would permit an offer of Securities or the possession or distribution of this announcement or any other offering or publicity material relating to such Securities in any jurisdiction where action for that purpose is required.
The release, publication or distribution of this announcement in certain jurisdictions may be restricted by law and therefore persons in such jurisdictions into which they are released, published or distributed, should inform themselves about, and observe, such restrictions.
Credit Suisse and Goldman Sachs International and the other underwriters will act exclusively for the Company and no-one else in connection with any offering of the Securities and will not be responsible to anyone other than the Company for providing the protections afforded to the customers of Credit Suisse and Goldman Sachs International or such other underwriters or for providing advice in relation to any offering or any transaction or arrangement referred to herein.
