Update regarding Sovereign Reversions plc


 

TIDMGRI TIDMSVN 
 
RNS Number : 7603N 
Grainger PLC 
17 June 2010 
 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES, 
CANADA, AUSTRALIA, JAPAN OR ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A 
VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION 
17 JUNE 2010 
                            GRAINGER PLC ('Grainger') 
      Update regarding the proposed acquisition of Sovereign Reversions plc 
                            ('Sovereign Reversions') 
The Scheme Document has been posted today to Sovereign Reversions' Shareholders. 
The Court Meeting and General Meeting to approve the Scheme are scheduled to 
take place on 12 July 2010. An expected timetable of the principal events is set 
out in the Scheme Document. The expected Effective Date is 9 August 2010. 
On 16 June 2010 Grainger received written notification of the approval of the 
Financial Services Authority to the proposed change of control of Home and 
Capital Trustee Company Limited, Home and Capital Trust Limited, Home and 
Capital Advisers Limited and The Welfare Dwellings Trust Limited (all being 
subsidiaries of Sovereign Reversions) to Grainger Equity Release Limited 
pursuant to the Transaction, provided such change of control becomes effective 
on or before 15 September 2010. 
Following the Announcement on 4 June 2010 of the recommended acquisition of 
Sovereign Reversions by Grainger, Grainger was approached by a UK-based real 
estate investor and fund manager, Moorfield, with a view to establishing a joint 
venture between Grainger and the Moorfield Real Estate Fund II and becoming a 
funding partner in respect of Sovereign Reversions' portfolio of equity release 
investments. 
Such an arrangement would, if completed, be consistent with Grainger's strategy 
of investing alongside co-investment partners across a range of residential 
sectors and of utilising third party capital in the development of its business. 
Following this approach, Grainger and Moorfield have entered into a binding 
exclusivity agreement and non-binding heads of terms in connection with this 
proposed joint venture, under which, inter alia: 
·     Moorfield has agreed that, during the period ending (with certain limited 
exceptions) on 31 December 2010, no Moorfield Affiliate will deal in any Shares 
or encourage, solicit, participate in or publicly indicate support for any 
competing proposal or offer to acquire Sovereign Reversions; and 
·     Grainger and Moorfield have agreed to work towards agreeing the binding 
terms of a joint venture (to be owned as to 50 per cent. each) which would, 
after completion of the Transaction, become the owner of Sovereign Reversions' 
portfolio of equity release investments, such portfolio to be managed by 
Grainger. 
Discussions between Grainger and Moorfield are at an early stage and are 
subject, inter alia, to due diligence by Moorfield and the conclusion of binding 
legal documentation. There is no certainty that the proposed joint venture will 
be completed on the terms currently proposed or an agreement between Grainger 
and Moorfield is reached at all, but implementation of the transaction by 
Grainger is not dependent or conditional on such completion or an agreement 
between Grainger and Moorfield being reached. Shareholders will be informed of 
any material developments before the Effective Date concerning the proposed 
joint venture. 
Capitalised terms used in this announcement shall have the meanings given to 
them in the Scheme Document posted today to Sovereign Reversions' Shareholders. 
 
 
Enquiries 
 
+-----------------------------------------------+--------------+ 
| Grainger plc                                  |     Tel: 020 | 
|                                               |    7795 4700 | 
+-----------------------------------------------+--------------+ 
| Andrew Cunningham, Chief Executive            |              | 
+-----------------------------------------------+--------------+ 
| Peter Couch, Chief Operating Officer          |              | 
+-----------------------------------------------+--------------+ 
| Dave Butler, Director, Corporate Affairs      |              | 
+-----------------------------------------------+--------------+ 
|                                               |              | 
+-----------------------------------------------+--------------+ 
| Moorfield Group Limited                       |     Tel: 020 | 
|                                               |    7399 1900 | 
+-----------------------------------------------+--------------+ 
| Charles Ferguson Davie                        |              | 
+-----------------------------------------------+--------------+ 
| Sadie Chave                                   |              | 
+-----------------------------------------------+--------------+ 
|                                               |              | 
+-----------------------------------------------+--------------+ 
| J.P. Morgan Cazenove, Financial Adviser to    |     Tel: 020 | 
| Grainger                                      |    7588 2828 | 
+-----------------------------------------------+--------------+ 
| Robert Fowlds                                 |              | 
+-----------------------------------------------+--------------+ 
| Bronson Albery                                |              | 
+-----------------------------------------------+--------------+ 
|                                               |              | 
+-----------------------------------------------+--------------+ 
| Financial Dynamics, Financial PR to Grainger  |     Tel: 020 | 
|                                               |    7831 3113 | 
+-----------------------------------------------+--------------+ 
| Stephanie Highett                             |              | 
+-----------------------------------------------+--------------+ 
| Dido Laurimore                                |              | 
+-----------------------------------------------+--------------+ 
| Rachel Drysdale                               |              | 
+-----------------------------------------------+--------------+ 
J.P. Morgan Cazenove is a marketing name for the UK investment banking business 
of J.P. Morgan plc and its associated companies. J.P. Morgan Cazenove is acting 
exclusively for Grainger and no one else in connection with the possible 
Transaction and will not be responsible to anyone other than Grainger for 
providing the protections afforded to customers of J.P. Morgan Cazenove or for 
providing advice in relation to the possible Transaction or any other matter 
referred to herein. 
Brewin Dolphin Investment Banking acts as joint broker to Grainger. 
About Moorfield Group Limited 
Moorfield Group is a UK based real estate and real estate related investor, 
developer and private equity fund manager, with c. GBP1.3 billion currently 
under management through the Moorfield Real Estate Funds. Moorfield acquires 
single or multiple assets, or indirectly invests through corporate vehicles, 
including joint ventures. Moorfield manages two real estate private equity funds 
for third party investors: the Moorfield Real Estate Fund; and the Moorfield 
Real Estate Fund II (both of which they also invest directly in) as well as 
holding investments directly through Moorfield Group Limited and subsidiaries. 
More information about Moorfield can be found on its website www.moorfield.com 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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