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PRADA S.p.A. — Share Issue/Capital Change 2011
Jun 13, 2011
50262_rns_2011-06-12_26964b69-8be6-4611-969d-204c0a216619.pdf
Share Issue/Capital Change
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This announcement is for information purposes only and does not constitute an offer or an invitation to induce an offer by any person to acquire, purchase or subscribe for securities. Potential investors should read the prospectus dated Monday, June 13, 2011 (the "Prospectus") issued by PRADA S.p.A. (the "Company") for detailed information about the Company and the Global Offering described below before deciding whether or not to invest in the shares thereby being offered.
The Stock Exchange of Hong Kong Limited (the "Hong Kong Stock Exchange"), Hong Kong Exchanges and Clearing Limited and Hong Kong Securities Clearing Company Limited ("HKSCC") take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
Unless defined herein, terms in this announcement shall have the same meanings as those defined in the Prospectus.
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PRADA S.p.A.
Via A. Fogazzaro no. 28. Milan
Registry of Companies Milan, Italy: No. 10115350158
(Incorporated under the laws of Italy as a joint-stock company)
GLOBAL OFFERING
Number of Offer Shares in the : 423,276,000 Shares (comprising
Global Offering 58,824,000 New Shares and
364,452,000 Sale Shares, and
subject to the Over-allotment
Option)
Number of International : 380,948,400 Shares (comprising
Placing Shares 16,496,400 New Shares and
364,452,000 Sale Shares, and
subject to adjustment and the
Over-allotment Option)
Number of Hong Kong : 42,327,600 New Shares (subject to
Offer Shares
Maximum Offer Price : HK$48.00 per Hong Kong Offer
Share, plus brokerage of 1%, SFC
transaction levy of 0.003%, and
Hong Kong Stock Exchange trading
fee of 0.005% (payable in full on
application in Hong Kong dollars
and subject to refund)
Nominal value : € 0.10 per Share
Stock code : 1913
Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers
(in alphabetical order)
BANCA IMI
CLSA
CREDIT AGRICOLE GROUP
Goldman Sachs
UniCredit
Corporate & Investment Banking
Joint Sponsors
CLSA
CREDIT AGRICOLE GROUP
Goldman Sachs
Joint Lead Managers
ICBC 工银国际
MIZUHO
Application has been made to the Listing Committee of the Hong Kong Stock Exchange for the granting of the approval for the listing of, and permission to deal in, the Shares in issue and to be issued as described in the Prospectus (including the Sale Shares which may be sold by Prada Holding B.V. pursuant to the exercise of the Over-allotment Option). The Global Offering comprises the Hong Kong Public Offering of initially 42,327,600 Shares, representing approximately 10% of the total number of Shares initially being offered in the Global Offering (subject to adjustment), and the International Placing of initially 380,948,400 Shares representing approximately 90% of the total number of Shares initially being offered in the Global Offering (subject to adjustment and the Over-allotment Option). The allocation of the Shares between the Hong Kong Public Offering and the International Placing is subject to adjustment as stated in the section entitled "Structure of the Global Offering — The Hong Kong Public Offering" in the Prospectus. Assuming the Hong Kong Public Offering becomes unconditional at or before 8:00 a.m. in Hong Kong on Friday, June 24, 2011, it is expected that dealings in our Shares on the Hong Kong Stock Exchange will commence at 9:00 a.m. on Friday, June 24, 2011. If the Over-allotment Option is exercised, an announcement will be made by the Company on our website at www.pradagroup.com and the website of the Hong Kong Stock Exchange at www.hkexnews.hk.
Applications for the Hong Kong Offer Shares will only be considered on the basis of the terms and conditions set out in the Prospectus and the related Application Forms.
Applicants who would like the Hong Kong Offer Shares to be registered in their own names should (i) complete and sign the WHITE Application Forms; or (ii) submit applications online through the designated website of the White Form eIPO Service Provider at www.eipo.com.hk under the White Form eIPO service. Applicants who would like the Hong Kong Offer Shares to be registered in the name of HKSCC Nominees and deposited directly into CCASS for credit to their CCASS Investor Participant stock accounts or the stock accounts of their designated CCASS Participants maintained in CCASS should (i) complete and sign the YELLOW Application Forms; or (ii) give electronic application instructions to HKSCC via CCASS.
Copies of the Prospectus, together with WHITE Application Forms, may be obtained during normal business hours from 9:00 a.m. on Monday, June 13, 2011 until 12:00 noon on Thursday, June 16, 2011 from:
- CLSA Limited at 18/F, One Pacific Place, 88 Queensway, Hong Kong, or
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- Goldman Sachs (Asia) L.L.C. at 68th Floor, Cheung Kong Centre, 2 Queen's Road Central, Hong Kong; or
- any of the following branches of:
The Hongkong and Shanghai Banking Corporation Limited
| Branch Name | Address | |
|---|---|---|
| Hong Kong Island | Hong Kong Office | Level 3, 1 Queen's Road Central |
| Chai Wan Branch | Shop No. 1-11, Block B, G/F, Walton Estate, Chai Wan | |
| Des Voeux Road Central Branch | China Insurance Group Building, 141 Des Voeux Road Central | |
| Hay Wah Building Branch | G/F, Hay Wah Building, 71-85 Hennessy Road, Wan Chai | |
| Kowloon | Kwun Tong Branch | No. 1, Yue Man Square, Kwun Tong |
| Mong Kok Branch | Basement & U/G, 673 Nathan Road, Mong Kok | |
| New Territories | Yuen Long Branch | G/F, HSBC Building Yuen Long, 150-160 Castle Peak Rd, Yuen Long |
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Bank of China (Hong Kong) Limited
| Branch Name | Address | |
|---|---|---|
| Hong Kong Island | Bank of China Tower Branch | 3/F, 1 Garden Road |
| Aberdeen Branch | 25 Wu Pak Street, Aberdeen | |
| Kowloon | Yau Ma Tei Branch | 471 Nathan Road, Yau Ma Tei |
| Hoi Yuen Road Branch | 55 Hoi Yuen Road, Kwun Tong | |
| Mong Kok (President Commercial Centre) Branch | 608 Nathan Road, Mong Kok | |
| New Territories | Lucky Plaza Branch | Lucky Plaza, Wang Pok Street, Shatin |
| Tuen Mun Town Plaza Branch | Shop 2, Tuen Mun Town Plaza Phase II |
Industrial and Commercial Bank of China (Asia) Limited
| Branch Name | Address | |
|---|---|---|
| Hong Kong Island | Queen’s Road Central Branch | 122-126 Queen’s Road Central, Central |
| North Point Branch | G/F, 436-438 King’s Road, North Point | |
| Kowloon | Tsimshatsui East Branch | Shop B, G/F, Railway Plaza, 39 Chatham Road South, Tsimshatsui |
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Wong Tai Sin Branch
Shop 128, Level One,
Wong Tai Sin Plaza, 103
Ching Tak Street, Wong
Tai Sin
New Territories
Tseung Kwan O Branch
Shop Nos. 2011-2012,
Level 2, Metro City,
Plaza II, 8 Yan King
Road, Tseung Kwan O
Tsuen Wan Castle Peak Road Branch
G/F., 423-427 Castle
Peak Road, Tsuen Wan
Tai Po Branch
Shop F, G/F, Mee Fat
Building, No 34-38 Tai
Wing Lane, Tai Po
Copies of the Prospectus, together with the YELLOW Application Forms, may be obtained during normal business hours from 9:00 a.m. on Monday, June 13, 2011 until 12:00 noon on Thursday, June 16, 2011 at the Depository Counter of HKSCC at 2nd Floor, Infinitus Plaza, 199 Des Voeux Road Central, Hong Kong.
Applicants may submit applications online through the designated website of the White Form eIPO Service Provider at www.eipo.com.hk from 9:00 a.m. on Monday, June 13, 2011 until 11:30 a.m. on Thursday, June 16, 2011 or such later date as described in the section entitled "How to Apply for Hong Kong Offer Shares — Effect of Bad Weather on the Opening of the Application Lists" in the Prospectus (24 hours daily, except the last application day).
CCASS Participants can input electronic application instructions from 9:00 a.m. on Monday, June 13, 2011 until 12:00 noon on Thursday, June 16, 2011.
Please refer to the sections entitled "Structure of the Global Offering" and "How to Apply for Hong Kong Offer Shares" of the Prospectus for details of the conditions and procedures of the Hong Kong Public Offering.
We expect to announce the Offer Price, the level of applications in the Hong Kong Public Offering, the level of indication of interest in the International Placing and the basis of allocation of the Hong Kong Offer
Shares on Thursday, June 23, 2011 on our website at www.pradagroup.com and the website of the Hong Kong Stock Exchange at www.hkexnews.hk. Results of allocations under the Hong Kong Public Offering (with successful applicants' identification document numbers, where applicable) will be made available through a variety of channels from Thursday, June 23, 2011 as described in the section entitled "How to Apply for Hong Kong Offer Shares — 8. Publication of Results" of the Prospectus.
No temporary documents of title will be issued and no receipt will be issued for application monies received. Dealings in the Shares on the Hong Kong Stock Exchange are expected to commence at 9:00 a.m. on Friday, June 24, 2011. The Shares will be traded in board lots of 100 Shares each.
By order of the Board
PRADA S.p.A.
Carlo Mazzi
Deputy Chairman
Hong Kong, June 13, 2011
As of the date of this announcement, our executive Directors are Ms. Miuccia PRADA BIANCHI, Mr. Patrizio BERTELLI, Mr. Carlo MAZZI and Mr. Donatello GALLI, our non-executive Directors are Mr. Marco SALOMONI and Mr. Gaetano MICCICHE and our independent non-executive Directors are Mr. Gian Franco Oliviero MATTEI, Mr. Giancarlo FORESTIERI and Mr. Sing Cheong LIU.
Please also refer to the published version of this announcement in the South China Morning Post.
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