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Imperial BrandsAnnouncement

06/09/2014 14:42

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RNS Number : 0391M
Imperial Tobacco Group PLC
10 July 2014 
 
NOT FOR RELEASE OR DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY
OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA OR JAPAN OR IN ANY OTHER
JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF THE RELEVANT LAWS
OR REGULATIONS OF SUCH JURISDICTION. 
 
Imperial Tobacco Group PLC announces the Offer Price for the IPO of Logista 
 
10 July 2014 
 
Imperial Tobacco Group PLC ("Imperial Tobacco") announces the successful
pricing of the IPO of Compañía de Distribución Integral Logista Holdings,
S.A.U. ("Logista") 
 
On 26 June 2014 Imperial Tobacco announced the price range for the planned IPO
of Logista following approval by the Comisión Nacional del Mercado de Valores
("CNMV") of the prospectus relating to the IPO. Logista, the leading
integrated tobacco distribution and logistics company in Southern Europe,
applied for admission to listing of its shares on the Spanish Stock
Exchanges. 
 
Logista has today announced that the offer price has been set at E13.00 per
share (the "Offer Price"), implying a market capitalisation for Logista of
approximately E1,725.8 million. The deal offer size is 36,204,545 shares,
representing 27.3% of Logista's issued share capital on admission, and the
gross proceeds from the IPO will be approximately E470.7 million at the Offer
Price, excluding the over-allotment option. The maximum deal offer size is
39,824,999 shares (assuming full exercise of the over-allotment option). 
 
The offer comprises the sale of existing shares only, which are sold by
Logista's shareholder Altadis S.A.U. (the "Selling Shareholder"), an
indirectly wholly-owned subsidiary of Imperial Tobacco. Following the IPO,
Imperial Tobacco will hold approximately 72.7% of Logista's shares, assuming
no exercise of the over-allotment option, and approximately 70.0% assuming the
over-allotment option is exercised in full. Logista and the Selling
Shareholder are subject to a 180 day lock-up period. 
 
The full details of the IPO are disclosed in the prospectus approved by the
CNMV on 26 June 2014 and are published on Logista's website
(www.grupologista.com). 
 
Read a separate release from Logista here: 
 
http://www.logista.com/en/Inversores/Pages/default_2.aspx 
 
Contacts: 
 
Tom Corran, Director of Investor Communication 
 
Imperial Tobacco Group PLC 
 
+44 (0)117 933 7510 
 
Simon Evans, Group Press Officer 
 
Imperial Tobacco Group PLC 
 
+44 (0)7967 467684 
 
Notes to editors: 
 
Logista, led by CEO Luis Egido Gálvez, is the leading integrated tobacco
distribution and logistics company in Southern Europe, with a market share
exceeding 95% in Spain, Portugal, Italy and France (as a whole) in terms of
tobacco volumes distributed (which represent approximately 194,578 million
cigarettes and stick equivalents) in 2013 and is the trusted logistics partner
in these markets for all the major tobacco manufacturers. Its core business
has evolved from distributing tobacco for tobacco companies to tobacconists on
a national basis (who typically operate in a retail monopoly model in the
markets where Logista operates) to a competitive distribution and logistics
business providing a broad spectrum of additional products and value-added
services to different channels, including tobacco accessories, convenience
goods, documents and e-transactions (such as mobile phone and transportation
card top-ups), pharmaceutical products, books, publications and lottery
games. 
 
Logista combines its services in a flexible manner to meet diverse customer
requirements. It also provides value-added and advanced customer services that
are adaptable to its customers' needs, regulatory requirements and industry
standards in the relevant sector. Logista's value proposition is premised on
its ability to provide standard logistics, wholesaling, value-added and
advanced customer services across the logistics value chain, resulting in
synergies and economies of scale for its customers, allowing its customers to
focus on their core business operations rather than dealing with multiple
service providers. 
 
In order to provide these services, Logista relies on a complete
infrastructure network that covers the entire supply chain, from pick-up of
products to the delivery to points-of-sale. As of March 31, 2014, its
warehousing network consisted of 405 warehouses, including 42 central and
regional warehouses and 363 local warehouses comprising, in aggregate, over 1
million square meters of warehousing space. 
 
During the year ended September 30, 2013, Logista distributed to over 300,000
delivery points in Spain, Portugal, France, Italy and Poland and completed
approximately 35 million deliveries. Its customers are primarily tobacco
manufacturers, telecom companies, FMCG companies, pharmaceutical companies and
publishing companies. Logista contracts with these manufacturers to fill
orders from points-of-sale in a variety of distribution channels, including
tobacconists, kiosks, bookshops, petrol stations, hospitals and pharmacies,
convenience stores and HORECA. 
 
For the six months ended March 31, 2014 and the year ended September 30, 2013,
Logista generated revenue of E4,581.8 million and E9,862.8 million, gross
profit of E516.0 million and E1,011.5 million and profits before tax of E65.8
million and E118.9 million. Total assets were E5,869.8 million as at March 31,
2014. 
 
Legal disclaimer 
 
This announcement is not for release, distribution or publication, whether
directly or indirectly and whether in whole or in part, into or in the United
States, Canada or Japan or any other jurisdiction where to do so would
constitute a violation of the relevant laws of such jurisdiction. 
 
This announcement is for information purposes only and is not intended to
constitute, and should not be construed as, an offer to sell or a solicitation
of any offer to buy any securities of Compañía de Distribución Integral
Logista Holdings, S.A.U. (the "Company", and such securities, the
"Securities") in the United States, Canada or Japan or in any other
jurisdiction in which such offer, solicitation or sale would be unlawful prior
to registration, exemption from registration or qualification under the
securities laws of such jurisdiction. 
 
The Securities are not and will not be registered under the U.S. Securities
Act of 1933, as amended (the "U.S. Securities Act") and will also not be
registered with any authority competent with respect to securities in any
state or other jurisdiction of the United States of America. The Securities
may not be offered or sold in the United States of America absent registration
or an applicable exemption from the registration requirements under the U.S.
Securities Act. There will be no public offering of Securities in the United
States. Any Securities sold in the United States will be sold only to
"qualified institutional buyers" (as defined in Rule 144A under the U.S.
Securities Act). 
 
In the United Kingdom, this announcement and any other materials in relation
to the Securities described herein are only being distributed to, and are only
directed at, and any investment or investment activity to which this
announcement relates are available only to, and will be engaged in only with,
"qualified investors" (as defined in section 86(7) of the Financial Services
and Markets Act 2000) and who are (i) persons having professional experience
in matters relating to investments who fall within the definition of
"investment professionals" in Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) high
net worth entities falling within Article 49(2)(a) to (d) of the Order (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. 
 
In Australia this announcement is for distribution only to professional or
sophisticated investors (i.e. those persons to whom offers can be made without
a disclosure document, in accordance with sections 708(8) and (11) of the
Corporations Act 2001 (Cth)) who are "wholesale clients" within the meaning of
section 761G of the Corporations Act 2001 (Cth). Persons who are not wholesale
clients and either a professional or sophisticated investor should not take
any action on the basis of this announcement and should not act or rely on
it. 
 
The Company has not authorised any offer to the public of Securities in any
Member State of the European Economic Area. 
 
This communication is an advertisement for the purposes of Article 15 of
Prospectus Directive 2003/71/EC and Article 28 of Spanish Royal Decree
1310/2005 of 4 November (Real Decreto 1310/2005 de 4 de Noviembre). Investors
should not purchase any Securities referred to in this announcement except on
the basis of information in the international offering memorandum prepared by
the Company in connection with the offering or the prospectus approved by the
CNMV relating to the offering and admission to listing of shares of Logista on
the Spanish Stock Exchanges. 
 
Copies of the prospectus are available to investors at the Company's
registered office in Spain and on the website of the Company
(www.grupologista.com). 
 
With respect to any Member State of the European Economic Area which has
implemented the Prospectus Directive (each a "Relevant Member State"), no
action has been undertaken or will be undertaken to make an offer to the
public of Securities requiring publication of a prospectus in any Relevant
Member State. As a result, the Securities may only be offered in Relevant
Member States (i) to any legal entity which is a qualified investor as defined
in the Prospectus Directive; or (ii) in any other circumstances falling within
Article 3(2) of the Prospectus Directive. For the purpose of this paragraph,
the expression "offer of securities to the public" means the communication in
any form and by any means of sufficient information on the terms of the offer
and the Securities to be offered so as to enable the investor to decide to
exercise, purchase or subscribe for the securities, as the same may be varied
in that Member State by any measure implementing the Prospectus Directive in
that Member State and the expression "Prospectus Directive" means Directive
2003/71/EC (and amendments thereto, including Directive 2010/73/EU, to the
extent implemented in the Relevant Member State), and includes any relevant
implementing measure in the Relevant Member State. 
 
No action has been taken by the Company that would permit an offer of
Securities or the possession or distribution of this announcement or any other
offering or publicity material relating to such Securities in any jurisdiction
where action for that purpose is required. 
 
The release, publication or distribution of this announcement in certain
jurisdictions may be restricted by law and therefore persons in such
jurisdictions into which they are released, published or distributed, should
inform themselves about, and observe, such restrictions. 
 
Credit Suisse Securities (Europe) Limited and Goldman Sachs International and
the other underwriters will act exclusively for the Company and no-one else in
connection with any offering of the Securities and will not be responsible to
anyone other than the Company for providing the protections afforded to the
customers of Credit Suisse Securities (Europe) Limited and Goldman Sachs
International or such other underwriters or for providing advice in relation
to any offering or any transaction or arrangement referred to herein. 
 
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