Cordiant Digital Infrastructure Ltd

Share Issue/Capital Change • Feb 15, 2021

National Storage Mechanism | Additional information

RNS Number : 0122P

Cordiant Digital Infrastructure Ltd

15 February 2021

15 February 2021

LEI number: 213800T8RBBWZQ7FTF84

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE RELEASE, PUBLICATION OR DISTRIBUTION OF THIS ANNOUNCEMENT WOULD BE UNLAWFUL. PLEASE SEE THE SECTION ENTITLED "DISCLAIMERS" AT 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 a recommendation regarding the issue 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 shares in the Company.

CORDIANT DIGITAL INFRASTRUCTURE LIMITED

Result of Initial Public Offering

Cordiant Digital Infrastructure Limited is pleased to announce that it has successfully raised gross proceeds of £370 million through its Placing and Offer for Subscription of Ordinary Shares and issue of Subscription Shares (together the "Initial Issue") at an issue price of 100 pence per Ordinary Share. Subscription Shares will be issued to subscribers in the Initial Issue for nil value on the basis of one Subscription Share for every eight Ordinary Shares subscribed.

Application will be made for 370,000,000 Ordinary Shares and 46,249,982 Subscription Shares to be admitted to trading on the Specialist Fund Segment of the London Stock Exchange's main market. It is expected that Initial Admission will become effective and that dealings will commence in the Ordinary Shares and Subscription Shares at 8.00 a.m. on 16 February 2021.

The Company's investment objective is to seek to generate attractive total returns for Shareholders over the longer term, comprising capital growth and a progressive dividend through investment in Digital Infrastructure Assets, with a predominant focus on data centres, mobile telecommunications/broadcast towers and fibre-optic network assets.

Investec Bank plc acted as Sole Financial Adviser, Global Coordinator and Bookrunner.

Shonaid Jemmett-Page, Chairman of the Company, said:

"The Board is delighted at the broad and deep support from our new shareholders for the launch of the Company. This is recognition, in our view, of the strength of our management team and the potential for the strategy to deliver both investment returns and positive impact across societies. We thank you for your support." 

Benn Mikula, Managing Partner and Co-CEO of Cordiant Capital Inc., said:

"I would like to thank our new shareholders for their support in the launch of a dedicated digital infrastructure investment trust. This is an exciting time to be investing in digital infrastructure and we look forward to updating you on the first investments in the coming months."

Capitalised terms shall have the same meaning attributed to them in the Company's prospectus dated 29 January 2021 unless otherwise defined in this announcement.

In relation to exercise of the Subscription Shares, copies of the Certificated Subscription Notice (for use by holders holding Subscription Shares in certificated form) and the Supplementary Subscription Notice (for use, if required, by holders holding Subscription Shares in CREST) are available for download from the Company's website at www.cordiantdigitaltrust.com

For further information, please contact:

Stephen Foss, Managing Director                                                                           [email protected]

Investec Bank plc

Sole Financial Adviser, Global Coordinator and Bookrunner                                  +44 (020 7597 4000)

Tom Skinner (Corporate Broking)

Lucy Lewis, David Yovichic, Denis Flanagan (Corporate Finance)

Dominic Waters, Will Barnett, Neil Brierley, Alice Douglas (Sales)           

Camarco

Financial Communications Adviser                                                                         +44 (020 3757 4980)

[email protected] 

Louise Dolan

Eddie Livingstone-Learmonth

Monique Perks

Billy Clegg

Notes to Editors:

Cordiant Digital Infrastructure Trust will primarily invest in the core infrastructure of the digital economy - data centres, fibreoptic networks and mobile towers - "the plumbing of the internet" - in the UK, Europe and North America. Further details of the Company can be found on the Company's website at www.cordiantdigitaltrust.com.

Cordiant Capital Inc., the Company's investment manager, is a sector-focused investment manager with particular expertise and experience in digital infrastructure. Cordiant invests in global infrastructure and real assets, running infrastructure private equity and infrastructure private credit strategies through limited partnership funds and managed accounts. Cordiant's current client base consists of global insurance companies, pension plans and family offices.

Disclaimers

This announcement is not an offer to sell or a solicitation of any offer to buy any securities in the Company in the United States, Australia, Canada, New Zealand or the Republic of South Africa, Japan, or in any other jurisdiction where such offer or sale would be unlawful.

This communication is not for publication or distribution, directly or indirectly, in or into the United States of America. This communication is not an offer of securities for sale into the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and 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 Company has not been and will not be registered under the US Investment Company Act of 1940 (the "Investment Company Act") and, as such, holders of the Company's securities will not be entitled to the benefits of the Investment Company Act.  No offer, sale, resale, pledge, delivery, distribution or transfer of the Company's securities may be made except under circumstances that will not result in the Company being required to register as an investment company under the Investment Company Act.

Moreover, the Company's securities will not be registered under the applicable securities laws of Australia, Canada, the Republic of South Africa, Japan or any member state of the EEA (other than any member state of the EEA where the Company's securities may be lawfully marketed). Subject to certain exceptions, the Company's securities may not be offered or sold in Australia, Canada, the Republic of South Africa, Japan or any member state of the EEA (other than any member state of the EEA where the Company's securities may be lawfully marketed) or to, or for the account or benefit of, any national, resident or citizen of, Australia, Canada, the Republic of South Africa, Japan or any member state of the EEA (other than to professional investors in certain EEA member states for which marketing approval has been obtained). The Initial Issue and any subsequent placing under the Placing Programme ("Subsequent Placings"), and the distribution of this announcement, in certain jurisdictions may be restricted by law and accordingly persons into whose possession this announcement is received are required to inform themselves about and to observe such restrictions.

Neither the content of the Company's website, nor the content on any website accessible from hyperlinks on its website for any other website, is incorporated into, or forms part of, this announcement nor, unless previously published by means of an RIS announcement, should any such content be relied upon in reaching a decision as to whether or not to acquire, continue to hold, or dispose of, securities in the Company.

The information 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. The material contained in this announcement is given as at the date of its publication (unless otherwise marked) and is subject to updating, revision and amendment. In particular, any proposals referred to herein are subject to revision and amendment.

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 should not be considered a reliable indicator of future results.

Investec Bank plc ("Investec"), which is authorised by the Prudential Regulation Authority and regulated in the United Kingdom by the Financial Conduct Authority and the Prudential Regulatory Authority, is acting exclusively for the Company and for no‐one else in connection with the matters described in this announcement and will not regard any other person as its client and will not be responsible to anyone for providing the protections afforded to its clients or providing any advice in relation to the matters contained herein.

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", "might", "will" or "should" or, in each case, their negative or other variations or similar expressions. 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. These forward‐looking statements speak only as at the date of this announcement and cannot be relied upon as a guide to future performance.

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. Subject to their respective legal and regulatory obligations (including under the Prospectus Regulation Rules), the Company, the Investment Manager and/or Investec expressly disclaim any obligations or undertaking to update or revise any forward‐looking statements contained herein to reflect any change in expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based unless required to do so by law or any appropriate regulatory authority, including FSMA, the Prospectus Regulation Rules, the Disclosure Guidance and Transparency Rules, the Prospectus Regulation and MAR.

None of the Company, the Investment Manager and/or Investec, 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 and Investec, 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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