CRF Ciref

 

TIDMCRF 
 
RNS Number : 5989E 
Ciref PLC 
22 December 2009 
 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE 
OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY 
JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL 
 
 
 
 
Ciref Plc 
("Ciref" or "the Company") 
 
 
Issue of Equity 
 
 
Ciref, the AIM listed property investment and development company, announces 
that it has today  placed 23 million new Ciref ordinary shares of 1p each at a 
subscription price of 52p per share  ("the Placing Shares") ("the Placing"). 
The Placing Shares, which represent approximately  14.5 per cent. of the current 
issued share capital of the Company, have been placed with Redefine Income Fund 
Limited ("Redefine"). 
 
 
The funds raised from the Placing, totalling GBP11.96 million before expenses, 
will be used to  partially finance an acquisition, the terms of which are 
expected to be finalised and announced very shortly following satisfaction of 
required regulatory approvals.The shares of Ciref will be temporarily suspended 
from trading on AIM until a full announcement of the proposed acquisition is 
made.  Suspension will be effective from 7.00 a.m. on 23 December 2009. 
 
 
Immediately following the Placing, Redefine (and its nominees) will have an 
interest in 110,736,072 ordinary shares representing approximately 61.1 per cent 
of he Company's issued share capital and the Company's issued share capital will 
consist of 181,204,721 ordinary shares of 1p each. 
 
 
The Placing Shares will rank pari passu in all respects with the existing 
ordinary shares, including the right to receive all dividends and other 
distributions thereafter declared, made or paid on such ordinary shares. 
Application has been made to admit the Placing Shares to trading on AIM and this 
admission is expected to take place on 23 December 2009. 
 
 
Related Party Transaction 
 
 
Redefine is an existing shareholder which falls within the definition of a 
related party under the AIM Rules, because it is a substantial shareholder in 
Ciref by nature of its greater than 10 per cent. holding of the Company's 
existing ordinary shares. 
 
 
Under the AIM Rules, Redefine's participation in the Placing is considered to be 
a related party transaction. The Placing Shares are being subscribed for cash at 
a subscription price of 52p per share which, based upon the closing price of 
48.5p as at 21 December 2009 (being the last practicable date prior to the date 
of this announcement), represents a premium of 3.5p per share. 
 
 
The independent directors, having consulted with Singer Capital Markets Limited 
as the Company's Nominated Adviser, consider that the terms of the transaction 
described above to be fair and reasonable insofar as the Company's independent 
shareholders are concerned. In being consulted, Singer Capital Markets has 
relied on the independent directors' commercial assessment of the transaction. 
 
 
No statement in this announcement is intended as a profit forecast and no 
statement in this announcement should be interpreted to mean that the earnings 
per Ciref ordinary share for the current or future years would necessarily match 
or exceed the historical published earnings per Ciref ordinary share. 
 
 
For further information contact: 
 
 
+----------------------------------------+-------------------------------+ 
| Ciref Plc                              | +27(0)21 683 3829             | 
| Gavin Tipper - Chairman                |                               | 
|                                        |                               | 
+----------------------------------------+-------------------------------+ 
| Singer Capital Markets                 | +44(0)203 205 7500            | 
| Nicholas How / Richard Savage          |                               | 
|                                        |                               | 
+----------------------------------------+-------------------------------+ 
| Powerscourt                            | +44(0)207 250 1446            | 
| Matthew Fletcher / Karen Le Cannu      |                               | 
|                                        |                               | 
+----------------------------------------+-------------------------------+ 
| Corovest Fund Managers Limited         |                               | 
| Nicolaas Faure                         | +1 284 494 9820               | 
| Mike Watters                           | +44 207 811 0100              | 
|                                        |                               | 
+----------------------------------------+-------------------------------+ 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
 IOEILFVDFTLFFIA 
 

Ciref (LSE:CRF)
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Ciref (LSE:CRF)
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