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Wednesday 27 May, 2009

Max Property Group

Completion of IPO and Admissi

RNS Number : 8430S
Max Property Group PLC
27 May 2009
 



Not for distribution, directly or indirectly, in or into the United States, Canada, Australia or Japan or to US persons.


This announcement is not an admission document. This document does not constitute or form part of, and should not be construed as, any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any shares in the Company or securities in any other entity nor shall it or any part of it nor the fact of its distribution form the basis of, or be relied on in connection with, any contract or investment decision in relation thereto. This document does not constitute a recommendation regarding any securities.


Any investment decision must be made exclusively on the basis of the admission document prepared by the Company and any supplement thereto (the 'Admission Document'). Any defined terms used in this announcement shall have the same meaning as defined in the Admission Document, unless defined herein. Copies of the Admission Document are available from the Company's registered office.


Max Property Group Plc


Completion of IPO and Admission on AIM and CISX 


Max Property Group Plc ('Max' or 'the Company'), a newly-formed Jersey-incorporated closed-ended property investment company, today announces the successful completion of its IPO and Admission to Trading on the Alternative Investment Market of the London Stock Exchange ('AIM') and the Daily Official List of the Channel Islands Stock Exchange, LBG ('CISX') under the ticker 'MAX'.


HIGHLIGHTS OF THE OFFERING


  • Successful fundraising of £22million, with £25 million invested by the Management Team, its partners and affiliates and £35 million invested by affiliated investment funds of Och-Ziff Capital Management Group LLC


  • The Company intends to use the net proceeds of the offering to exploit the current weakness of the UK real estate market through real estate investment 


The Admission Document in relation to the Company's admission to trading on AIM and CISX was published on 21 May 2009Copies of the Admission Document are available, free of charge, at the offices of Clifford Chance LLP at 10 Upper Bank Street, London E14 5JJ and at 26 New Street, St. Helier, Jersey JE2 3RA until one month from the date of Admission.  In addition, the Admission Document is available, free of charge, from the Company's website at www.maxpropertygroup.com.

 

27 May 2009


ENQUIRIES:


Prestbury Investments                                                                                           Tel: 020 7647 7647

Nick Leslau

Sandy Gumm


Morgan Stanley (Nominated Adviser)                                                                    Tel: 020 7425 8000      

Jonathan Lane

Nick White

Mark Brooker


Oriel Securities                                                                                                        Tel: 020 7710 7600

Joe Winkley

Sapna Shah


College Hill                                                                                                               Tel: 020 7457 2020

Alex Sandberg

Gareth David


NOTES TO EDITORS 

Investment Proposition


Max Property Group Plc is a newly formed Jersey incorporated closed-ended real estate investment

company. The Company has an experienced Board, chaired by Aubrey Adams,

and is externally managed by Prestbury Investments, which is owned and managed by a team

led by Nick Leslau and Mike Brown. The Management Team has a significant alignment with

Shareholders' interests, with the Management Team, its partners and affiliates having invested £25 million in the Company at the Offer Price and potential participation of up to £55 million in co-investment transactions.


The Management Team, comprising Nick Leslau, Mike Brown, Sandy Gumm and Tim Evans, has a

long and successful track record of creating value for shareholders throughout the economic cycle by investing in and managing properties in a wide range of real estate asset classes in the UK. Prestbury Investments is the partnership through which the Management Team operates, and it and its associates will provide deal flow throughout the expected five-year Investment Period exclusively to the Company, with only limited exceptions (relating primarily to the existing portfolio being managed by Prestbury Investments).


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 Company will invest in assets over a five-year period. After the end of those five years, it will not seek new acquisitions and it 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. 


Prestbury Investments


The Company is advised by Prestbury Investments, which is 50% owned by Nick Leslau and 25% by Mike Brown and operated by Nick Leslau, Mike Brown, Sandy Gumm and Tim Evans, a team of property and finance professionals who 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. The Management Team believes that strong corporate governance and transparency in reporting are fundamental to running their businesses and have in the past implemented this approach for both listed and private companies.


Investment Strategy


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 either 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 Group's proposed focus will be 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.


Further information on Max Property Group Plc is available from the Company's website www.maxpropertygroup.com.



  Important Notices


This document is not an offer of securities for sale in the United States. The securities discussed herein have not been and will not be registered under the US Securities Act of 1933, as amended (the 'US Securities Act') and may not be offered or sold in the United States absent registration or an exemption from registration under the US Securities Act. No public offering of the securities discussed herein is being made in the United States and the information contained herein does not constitute an offering of securities for sale in the United States, Canada, Australia or Japan. This document is not for distribution directly or indirectly in or into the United States, Canada, Australia or Japan or to US persons (as defined in Regulation S under the US Securities Act).


The Company has not and will not be registered under the US Investment Company Act of 1940, as amended (the 'US Investment Company Act') and investors will not be entitled to the benefits of the US Investment Company Act. Accordingly, securities may not be offered or sold in the United States or to, or for the account or benefit of, US persons, absent registration under the US Securities Act or an exemption therefrom and under circumstances which will not require the Company to register under the US Investment Company Act.'


This document and its contents may not be reproduced, redistributed or passed on, directly or indirectly, to any other person or published, in whole or in part, for any purpose and in particular to any person or persons in any jurisdiction to whom it is unlawful to make such offer or solicitation. This document and its contents is directed only at persons in member states of the European Economic Area ('EEA') who are 'qualified investors' within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC) ('qualified investors').


In the United Kingdom, this announcement is addressed only to, and is directed only at, (i) persons who have professional experience in matters relating to investments who fall within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the 'Order') and high net worth entities falling within Article 49(2)(a) to (d) of the Order, and (ii) persons to whom it may otherwise lawfully be communicated (all such persons together being referred to as 'relevant persons'). This announcement must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons.


The offer and the distribution of this announcement and other information in connection with the offer in certain jurisdictions may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.


This announcement includes information, statements, beliefs and opinions which are forward-looking, and which reflect current estimates, expectations and projections about future events. The information and opinions expressed in this document are provided as of the date of this document. Statements containing the words 'believe,' 'expect,' 'intend,' 'should,' 'seek,' 'anticipate,' 'will,' 'positioned,' 'project,' 'risk,' 'plan,' 'may,' 'estimate' or, in each case, their negative and words of similar meaning are forward-looking statements. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the plans and events described herein. In addition, even if the outcome and financial effects of the plans and events described herein are consistent with the forward-looking statements contained in this announcement, those results or developments may not be indicative of results or developments in subsequent periods.  


Historical statements contained in this document regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. Prospective investors should not place undue reliance on either forward-looking or historical statements, which are based on the information available as of the date of this document. In this regard, certain financial information contained herein has been extracted from, or based upon, information available in the public domain and/or provided by the Company and/or Prestbury Investments. The Company does not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. No statement in this document is intended to be nor may it be construed to be a profit forecast.


Persons receiving this document should note that Morgan Stanley, MSSL and Oriel are acting for the Company in connection with the offer and no one else and will not be responsible to anyone other than the Company for providing the protections afforded to the respective clients of Morgan Stanley, MSSL and Oriel or for providing advice in relation to the offer or any transaction or arrangement referred to in this document.


This information is provided by RNS
The company news service from the London Stock Exchange
 
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