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RNS Number : 0330T Foresight Sustain. Forestry Co PLC 19 November 2021
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR TO
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AFRICA, JAPAN OR ANY MEMBER STATE OF THE EEA OR ANY OTHER JURISDICTION IN
WHICH THE PUBLICATION, DISTRIBUTION OR RELEASE OF THIS ANNOUNCEMENT WOULD BE
UNLAWFUL. THE INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE OR FORM PART OF
ANY OFFER TO SELL, OR ANY SOLICITATION OF ANY OFFER TO SUBSCRIBE OR PURCHASE,
ANY INVESTMENT IN ANY JURISDICTION. PLEASE SEE THE SECTION ENTITLED
"DISCLAIMER" TOWARDS THE END OF THIS ANNOUNCEMENT.
This announcement does not constitute, and may not be construed as, an offer
to sell or an invitation to purchase, investments of any description, or the
provision of investment advice by any party.
19 November 2021
Foresight Sustainable Forestry Company Plc (the "Company")
Results of Initial Public Offering
The Board of Directors of Foresight Sustainable Forestry Company Plc is
pleased to announce that the Company will issue a total of 130,000,000
Ordinary Shares in its Initial Public Offering ("IPO")
on the Premium Segment of the Official List and the
Main Market of the London Stock Exchange, raising gross proceeds of
£130 million at the Issue Price of 100 pence per Ordinary Share by way of its
Initial Placing, Offer for Subscription and Intermediaries Offer.
Richard Davidson, prospective Chairman of Foresight Sustainable Forestry
Company Plc, said:
"Foresight Sustainable Forestry Company offers a unique investment opportunity
in UK forestry which has been reflected by the demand we have seen from both
institutional and retail investors. We are delighted to be listing and would
like to warmly welcome all our new investors who wish to play a part in the
Company's exciting future. We now look forward to delivering on our targeted
returns, development plans and investment pipeline."
Bernard Fairman, Executive Chairman and Co-Founder of Foresight Group, said:
"Having recognised a few years ago the vital role that forestry needs to play
in the battle against climate change and its unique attractions as a truly
sustainable asset class, the team at Foresight Group is extremely pleased to
see Foresight Sustainable Forestry Company listing on the London Stock
Exchange. COP26 recently underlined the huge importance of forests and
afforestation projects worldwide; the UK is one of the least forested
countries in Europe and with its UK focus, this is an investment company which
will make a real sustainability, biodiversity and ESG impact in this
country."
Applications for Admission
Application has been made for 130,000,001 Ordinary Shares to be admitted to
the premium listing segment of the Official List of the UK Listing Authority
and to trading on the Main Market of the London Stock Exchange (which includes
one Ordinary Share issued on incorporation of the Company). It is expected
that Initial Admission will become effective and dealings in the Ordinary
Shares
will commence on the London Stock Exchange at 8.00 a.m. on 24
November 2021.
Capitalised terms shall have the same meaning attributed to them in the
Company's prospectus dated 28 October 2021 unless otherwise defined in this
announcement.
Dealing codes
The dealing codes for the Ordinary Shares are follows:
ISIN GB00BMDPKM71
SEDOL BMDPKM7
Ticker FSF
LEI: 213800W5S9JG5JFGYO91
For further information, please contact:
Foresight Sustainable Forestry Company Plc +44 20 3667 8100
Robert Guest
Richard Kelly
fsfc@foresightgroup.eu
Jefferies International Limited +44 20 7029 8000
Neil Winward
Will Soutar
Citigate Dewe Rogerson
Toby Moore (toby.moore@citigatedewerogerson.com) +44 7768 981763
Nick Reading (nick.reading@citigatedewerogerson.com +44 7702 718740
(mailto:nick.reading@citigatedewerogerson.com) )
Disclaimer
This announcement does not constitute, and may not be construed as, an offer
to sell or an invitation to purchase investments of any description, or the
provision of investment advice by any party. No information set out in this
announcement is intended to form the basis of any contract of sale, investment
decision or any decision to purchase Ordinary Shares in the Company.
Jefferies International Limited ("Jefferies") is authorised and regulated in
the United Kingdom by the Financial Conduct Authority. Each of the Investment
Manager and Jefferies is acting exclusively for the Company in connection with
the matters described in this announcement and neither the Investment Manager
nor Jefferies is acting for or advising any other person, or treating any
other person as their respective client, in relation thereto and neither the
Investment Manager nor Jefferies will be responsible for providing the
regulatory protection afforded to their respective clients or advice to any
other person in relation to the matters contained herein. This does not
exclude any responsibilities or liabilities of Jefferies under the Financial
Services and Markets Act 2000 (FSMA) or the regulatory regime established
thereunder.
This announcement is not for publication or distribution, directly or
indirectly, in or into the United States of America. This announcement is not
an offer of securities for sale into the United States. The securities
referred to herein may not be offered or sold in the United States, except
pursuant to an applicable exemption from registration. No public offering of
securities is being made in the United States.
The Ordinary Shares have not been and will not be registered under the United
States Securities Act of 1933, as amended (the "US Securities Act"), or with
any securities regulatory authority of any state or other jurisdiction of the
United States, and may not be offered, sold, resold, pledged, delivered,
distributed or otherwise transferred, directly or indirectly, into or within
the United States. Outside the United States, the Ordinary Shares may be sold
to persons who are not "US Persons", as defined in and pursuant to Regulation
S under the US Securities Act ("US Persons"). The Company has not been and
will not be registered under the US Investment Company Act and investors are
not and will not be entitled to the benefits of the US Investment Company Act.
In addition, the Ordinary Shares have not been, nor will they be, registered
under the applicable securities laws of Australia, Canada, New Zealand, the
Republic of South Africa or Japan. Subject to certain exceptions, the Ordinary
Shares may not be offered or sold in, Australia, Canada, New Zealand, the
Republic of South Africa, Japan or any member state of the EEA (other than to
professional investors in certain EEA member states in which the Company is
registered with the national private placement regime) or to, or for the
account or benefit of, any national, resident or citizen of the United States,
Australia, Canada, New Zealand, the Republic of South Africa, Japan or any
member state of the EEA (other than to professional investors in certain EEA
member states in which the Company is registered with the national private
placement regime). The issue of Ordinary Shares to investors subscribing for
Ordinary Shares, and the distribution of this announcement, in other
jurisdictions may be restricted by law and the persons into whose possession
this announcement comes should inform themselves about, and observe, any such
restrictions.
The value of shares and the income from them is not guaranteed and can fall as
well as rise due to stock market and currency movements. When you sell your
investment you may get back less than you originally invested. Figures refer
to past performance and past performance is not a reliable indicator of future
results. Returns may increase or decrease as a result of currency
fluctuations.
This announcement may include statements that are, or may be deemed to be,
"forward-looking statements". These forward-looking statements can be
identified by the use of forward-looking terminology, including the terms
"believes", "estimates", "anticipates", "expects", "intends", "may", "will",
"targeting" or "should" or, in each case, their negative or other variations
or comparable terminology. All statements other than statements of historical
facts included in this announcement, including, without limitation, those
regarding the Company's financial position, strategy, plans, proposed
acquisitions and objectives, are forward-looking statements.
Forward-looking statements are subject to risks and uncertainties and,
accordingly, the Company's actual future financial results and operational
performance may differ materially from the results and performance expressed
in, or implied by, the statements. These factors include but are not limited
to those described in the Prospectus. These forward-looking statements speak
only as at the date of this announcement and cannot be relied upon as a guide
to future performance. The Company, the Investment Manager and Jefferies
expressly disclaim any obligation or undertaking to update or revise any
forward-looking statements contained herein to reflect actual results or any
change in the assumptions, conditions or circumstances on which any such
statements are based unless required to do so by the Financial Services and
Markets Act 2000, EU Prospectus Regulation (2017/1129) which is part of UK law
by virtue of the European Union (Withdrawal) Act 2018 (as amended and
supplemented from time to time (including, but not limited to, by the UK
Prospectus Amendment Regulations 2019 and The Financial Services and Markets
Act 2000 (Prospectus) Regulations 2019), the Prospectus Regulation Rules of
the Financial Conduct Authority, the UK version of Regulation (EU) No 596/2014
of the European Parliament and of the Council on 16 April 2014 on market abuse
which is part of UK law by virtue of the European Union (Withdrawal) Act 2018
(as amended and supplemented from time to time) or other applicable laws,
regulations or rules.
None of the Company, the Investment Manager, Jefferies, or any of their
respective affiliates, accepts any responsibility or liability whatsoever for,
or makes any representation or warranty, express or implied, as to this
announcement, including the truth, accuracy or completeness of the information
in this announcement (or whether any information has been omitted from the
announcement) or any other information relating to the Company or associated
companies, whether written, oral or in a visual or electronic form, and
howsoever transmitted or made available or for any loss howsoever arising from
any use of the announcement or its contents or otherwise arising in connection
therewith. The Company, the Investment Manager, Jefferies, and their
respective affiliates, accordingly disclaim all and any liability whether
arising in tort, contract or otherwise which they might otherwise have in
respect of this announcement or its contents or otherwise arising in
connection therewith.
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