Share Issue/Capital Change • Nov 11, 2013
Share Issue/Capital Change
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Not for release, distribution or publication, whether directly or indirectly and whether in whole or in part, into or in the United States of America, Australia, Canada or Japan, or in any other jurisdiction in which the release, distribution or publication would be unlawful.
Hoofddorp (The Netherlands), 11 November 2013 – Following the announcement of NSI N.V. ("NSI") on Friday, 8 November 2013 of a €300 million placement of new ordinary shares (the "Shares") at an offer price of €4.00 per Share, NSI herewith announces that ABN AMRO, ING and Rabobank have successfully procured qualified investors for the Shares that are underwritten by them (representing approximately €80 million).
Allocation of these Shares has taken place. Payment for, and delivery of, the Shares subscribed for by these qualified investors is expected to take place no later than Wednesday, 27 November 2013, on which date the Shares are also expected to be admitted to listing and trading on NYSE Euronext in Amsterdam.
ABN AMRO, ING and Rabobank act as Joint Financial Advisors and as Placement Agents. ABN AMRO is acting as Listing & Settlement agent. .
Also Kempen & Co acted as Financial Advisor to the Company in connection with this transaction.
This announcement is made pursuant to Section 5:25i of the Dutch Financial Supervision Act.
For more information, please contact: NSI N.V. Eva Lindner T: +31 (0)20 76 30 300 E: [email protected] W: www.nsi.nl
NSI offers tenants sustainable accommodation that entitles them to run their businesses successfully over the long term, so that institutional and individual investors are offered a rising return on their invested assets. NSI invests in office and retail properties at prime business locations in the Netherlands and Belgium. NSI is a listed closed-end property investment company with variable capital and manages assets of approximately €1.9 billion.
For the purpose of this paragraph (c), 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 the 2010 PD Amending Directive, to the extent implemented in the Relevant Member State), and includes any relevant implementing measure in each Relevant Member State and the expression "2010 PD Amending Directive" means Directive 2010/73/EU.
However, it should be noted that the various Articles of the Order require that certain conditions must be met for section 21(1) of the FSMA not to apply, for example that a communication contains an indication as to the persons to whom the communication is directed. The Securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such Securities will be engaged in only with, Relevant Persons. Any person who is not a Relevant Person should not act or rely on this document or any of its contents.
(f) This announcement is not an advertisement within the meaning of the Prospectus Directive and does not constitute a prospectus. No action has been taken by the Issuer that would permit an offer of Securities or the possession or distribution of these materials or any other offering or publicity material relating to such Securities in any jurisdiction where action for that purpose is required.
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