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CROMWELL PROPERTY GROUP — Capital/Financing Update 2012
Dec 9, 2012
64673_rns_2012-12-09_a7534154-bfb2-4f3a-ad8a-0fdb74946578.pdf
Capital/Financing Update
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ASX Announcement
10 December 2012
NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Cromwell announces successful completion of institutional placements
Cromwell Property Group (ASX: CMW) is pleased to announce it has successfully completed the $143 million institutional placements announced on Friday, 7 December 2012 (Placements).
The Placements were exceptionally well supported by a number of new and existing international and domestic institutional investors. The Placements were materially oversubscribed and required significant scale back. The Placements are expected to settle on Thursday, 13 December 2012, with allotment and trading occurring on Friday, 14 December 2012. New Cromwell securities (New Securities) issued under the Placements will have a pro rata entitlement to the December 2012 quarter distribution, ranking pari passu with existing Cromwell securities thereafter.
Commenting on the Placements, Cromwell CEO, Paul Weightman said, “We are delighted with the overwhelming support shown by investors for Cromwell. We look forward to delivering on our strategy into 2013.”
As announced on Friday, 7 December 2012, Cromwell will also be undertaking a nonunderwritten security purchase plan (SPP) to raise up to $20 million. The SPP will offer eligible securityholders with registered addresses in Australia and New Zealand the opportunity to apply for up to $15,000 worth of New Securities[1] at the institutional placement price of $0.785 per New Security, without incurring brokerage or other transaction costs. The record date for the SPP was 7.00pm Thursday, 6 December 2012.
The SPP will open on Monday, 17 December 2012 and will close on Tuesday, 5 February 2013. New Securities are expected to be issued to participating eligible securityholders on or about Friday, 8 February 2013. New Securities issued under the SPP will have a full entitlement to the March 2013 quarter distribution.
Eligible securityholders will be sent the SPP documentation shortly.
Funds raised under the Placements and SPP will be used to seed Box Hill Trust, reduce debt and provide additional working capital.
ENDS.
Media Enquiries: Cromwell Securityholder Enquiries: Paul Weightman Investor Services Centre Managing Director/CEO 1300 276 693 (within Australia) +61 411 111 028 +61 7 3225 7777 (outside Australia) [email protected] [email protected]
This announcement contains certain “forward-looking” statements. The words “intends”, "expected”, “proposed”, “forecast”, ”target”, and “will” and other similar expressions are intended to identify forward looking statements. Forward-looking statements, opinions and estimates provided in this announcement are based on assumptions and contingencies which are subject to change without
1 Cromwell reserves the right to scale back the maximum participation amount per eligible securityholder, or accept more than $20m in total, as described in the SPP offer booklet expected to be sent to eligible securityholders on or before 17 December 2012 Cromwell Property Group (ASX:CMW) comprising Cromwell Corporation Limited (ABN 44 001 056 980) and Cromwell Property Securities Limited (ABN 11 079 147 809 AFSL 238052) as responsible entity for Cromwell Diversified Property Trust (ABN 30 074 537 051 ARSN 102 982 598). Further information and media releases can be found at the Cromwell website: www.cromwell.com.au ME_102730083_1 (W2007)
Cromwell Property Group (ASX:CMW) ASX Announcement 10 December 2012
NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
notice, as are statements about market and industry trends, which are based on interpretations of current market conditions. Forward-looking statements including projections, indications or guidance on future earnings or financial position and estimates are provided as a general guide only and should not be relied upon as an indication or guarantee of future performance. There can be no assurance that actual outcomes will not differ materially from these statements. To the full extent permitted by law, Cromwell, and the underwriters and their respective directors, officers, employees, advisers, agents and intermediaries disclaim any obligation or undertaking to release any updates or revisions to the information to reflect any change in expectations or assumptions.
An investment in New Securities is subject to investment and other known and unknown risks, some of which are beyond the control of Cromwell, including possible delays in repayment and loss of income and principal invested. Cromwell does not guarantee any particular rate of return or the performance of Cromwell nor do they guarantee the repayment of capital from Cromwell or any particular tax treatment. Persons should have regard to the risks outlined in the presentation released to ASX on 7 December 2012. This announcement should be read in conjunction with that presentation and the important notes contained in that document.
Past performance information given in this announcement is given for illustrative purposes only and should not be relied upon as (and is not) an indication of future performance.
This announcement is not an offer or an invitation to acquire New Securities or any other financial products in any place in which, or to any person to whom, it would be unlawful to make such an offer or invitation. This announcement is not a prospectus, product disclosure statement or other disclosure document under Australian law. This announcement may not be distributed or released in the United States. This announcement does not constitute an offer to sell, or the solicitation of an offer to buy, any New Securities in the United States. New Securities have not been, and will not be, registered under the US Securities Act of 1933, as amended (Securities Act) or the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold, directly or indirectly, in the United States unless they have been registered under the Securities Act, or are offered and sold in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and any other applicable US state securities laws.
This announcement is not financial advice or a recommendation to acquire New Securities and has been prepared without taking into account the objectives, financial situation or needs of individuals. Before making an investment decision prospective investors should consider the appropriateness of the information having regard to their own objectives, financial situation and needs and seek such legal, financial and/or taxation advice as they deem necessary or appropriate to their jurisdiction.
Cromwell is not licensed to provide financial product advice in respect of Securities. Cooling off rights do not apply to the acquisition of New Securities.
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