REG - Jefferies Intl Ltd Jefferies Intl Ltd Glenveagh Properties - Result of Secondary Placing in Glenveagh

Glenveagh PropertiesAnnouncement

08/10/2025 07:00

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RNS Number : 4608C  Jefferies International Limited  08 October 2025

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR
INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF
SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
BREACH OF APPLICABLE LAW OR REGULATION.

 

RESULTS OF PLACING OF ORDINARY SHARES IN GLENVEAGH PROPERTIES PLC

Further to the announcement released on 07 October 2025  in relation to a
proposed secondary sale of ordinary shares (the "Placing Shares") in Glenveagh
Properties Plc ("Glenveagh" or the "Company"), Teleios Capital Partners LLC,
acting through Teleios Global Opportunities Master Fund, Ltd. (the "Seller")
announces that, subject to completion, it has sold in aggregate 28,381,760
ordinary shares at the price of €1.77 per share.  The Placing Shares
represent approximately 5.3% of Glenveagh's issued share capital.

Following the completion of the Placing, the Seller will hold 85,515,525
ordinary shares corresponding to approximately 16.1% of Glenveagh's entire
issued share capital. These shares are subject to a 150-day lock-up
undertaking (subject to certain customary exceptions).

J&E Davy ("Davy"), Jefferies International Limited and Jefferies GmbH
("Jefferies") are acting as joint global coordinators and joint bookrunners in
connection with the Placing (collectively the "Joint Global Coordinators").

The Company will not receive any proceeds from the Placing.

 

ENQUIRIES

Davy (Joint Global Coordinator and Joint Bookrunner) +353 1 679 7788

Brian Garrahy / Orla Cowzer

Jefferies (Joint Global Coordinator and Joint Bookrunner) +44 (0) 20 7029 8000

Aditi Venkatram / Oliver Berwin

 

 

IMPORTANT NOTICE

This announcement is not for publication or distribution or release, directly
or indirectly, in or into the United States of America (including its
territories and possessions, any state of the United States and the District
of Columbia), Canada, Australia, Japan or any other jurisdiction where such an
announcement would be unlawful. The distribution of this announcement may be
restricted by law in certain jurisdictions and persons into whose possession
this 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. No action has been taken that would permit an offering of
the Placing Shares or possession or distribution of this announcement in any
jurisdiction where action for that purpose is required.

This announcement does not constitute or form part of an offer for sale or
solicitation of an offer to purchase or subscribe for securities in the United
States, Canada, Australia, Japan, the Republic of South Africa or any other
jurisdiction where to do so would constitute a breach of applicable law or
regulation. The Placing Shares have not been and will not be registered under
the United States Securities Act of 1933, as amended (the "Securities Act"),
and may not be offered or sold, directly or indirectly, in the United States,
absent registration under or an exemption from, or transaction not subject to,
the registration requirements of, the Securities Act. No public offering of
securities is being made in the United States or in any other jurisdiction.

In member states of the European Economic Area ("EEA") (each, a "Relevant
Member State"), this announcement and any offer of Placing Shares if made
subsequently is directed exclusively at persons who are "qualified investors"
within the meaning of Article 2 of the Prospectus Regulation ("EEA Qualified
Investors"). Each person in a Member State who acquires any Placing Shares or
to whom any offer of Placing Shares may be made and, that are located in a
Member State will be deemed to have represented, acknowledged and agreed that
it is an EEA Qualified Investor. For these purposes, the expression
"Prospectus Regulation" means Regulation (EU) 2017/1129.

In the United Kingdom this announcement is only being distributed to, and is
only directed at, and any investment or investment activity to which this
announcement relates is available only to, and will be engaged in only with,
persons who are "qualified investors" within the meaning of the UK Prospectus
Regulation and who are (i) investment professionals falling with Article 19(5)
of the UK Financial Services and Markets Act 2000 (Financial Promotion) Order
2005 (as amended) (the "Order"); or (ii) high net worth entities falling
within Article 49(2)(a) to (d) of the Order, or (iii) other persons to whom an
offer of the Placing Shares may otherwise be lawfully communicated (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. For these purposes, the expression "UK
Prospectus Regulation" means Regulation (EU) 2017/1129 as it forms part of
domestic law by virtue of the European Union (Withdrawal) Act 2018.

In Canada, the Placing Shares are being offered and sold only on a private
placement basis, under an exemption from the requirement to prepare and file a
prospectus under applicable Canadian securities laws, and this announcement is
only being distributed to, and is only directed at, and any investment or
investment activity to which this announcement relates is available only to,
and will be engaged in only with, persons who are (i) "accredited investors"
as such term is defined in section 1.1 of National Instrument 45-106
Prospectus Exemptions or, in Ontario, as such term is defined in section
73.3(1) of the Securities Act (Ontario); and (iii) "permitted clients" as such
term is defined in section 1.1 of National Instrument 31-103 Registration
Requirements, Exemptions and Ongoing Registrant Obligations.

This press release is for information purposes only. No prospectus or offering
document has been or will be prepared in connection with the Placing. Any
investment decision in connection with the Placing must be made on the basis
of all publicly available information relating to Glenveagh and Glenveagh
shares. Such information has not been independently verified. The information
contained in this announcement is for background purposes only and does not
purport to be full or complete. No reliance may be placed for any purpose on
the information contained in this announcement or its accuracy or completeness
and such information shall in no way form the basis of, nor shall it be relied
on in connection with, any contract to purchase or subscribe for any
securities.

In connection with the Placing, the Joint Global Coordinators or any of their
affiliates may take up a portion of the Placing Shares as a principal position
and in that capacity may retain, purchase, sell, offer to sell for its own
account such Placing Shares of Glenveagh or related investments in connection
with the Placing or otherwise. Accordingly, references to the Placing Shares
being issued, offered, subscribed, acquired, placed or otherwise dealt in
should be read as including any issue or offer to, or subscription,
acquisition, placing or dealing by the Joint Global Coordinators and any of
their affiliates acting as an investors for their own account.  The Joint
Global Coordinators do not intend to disclose the extent of any such
investment or transactions otherwise than in accordance with any legal or
regulatory obligations to do so.

This announcement does not purport to identify or suggest the risks (direct or
indirect) which may be associated with an investment in Glenveagh or its
shares.

The Global Coordinators are acting for the Seller only in connection with the
Placing and no one else, and will not be responsible to anyone other than the
Seller for providing the protections offered to clients nor for providing
advice in relation to the Placing Shares or the Placing, the contents of this
announcement or any transaction, arrangement or other matter referred to in
this announcement.

No representation or warranty, express or implied, is or will be made as to,
or in relation to, and no responsibility or liability is or will be accepted
by the Seller, any Joint Global Coordinator or by any of their respective
members, directors, officers, employees, agents or affiliates ("Relevant
Persons") as to or in relation to the accuracy, completeness, correctness or
sufficiency of this announcement, or any other written or oral information
made available to any interested party or its advisers and any liability
therefore is hereby expressly disclaimed.

The information contained in this announcement is subject to change without
notice and may not contain all material information relating to the investment
and transaction referred to herein. None of the Seller, the Joint Global
Coordinators nor any of their respective group undertakings or Relevant
Persons give any undertaking to provide the recipient with access to any
additional information or to update this announcement or any additional
information or to correct any inaccuracies in it which may become apparent,
and it reserves the right, without giving reasons, at any time and in any
respect to amend or terminate the proposals described herein.

J & E Davy Unlimited Company, trading as Davy, is authorised and regulated
in Ireland by the Central Bank of Ireland, authorised and regulated in the
United Kingdom by the FCA, and is a member of Bank of Ireland Group

Jefferies International Limited is authorised and regulated in the United
Kingdom by the Financial Conduct Authority. Jefferies GmbH is authorised and
regulated in Germany by the Bundesanstalt für Finanzdienstleistungsaufsicht.

 

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