Company Announcement
Immediate Release |
25 July 2007 |
Not for release, publication or distribution in whole or in part, in or into the United States, Canada, Australia, the Republic of Ireland, the Republic of South Africa, Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction.
GTL Resources PLC
(“GTL” or the “Company)
Completion of Placing and Associated Financing for Plant Expansion
GTL Resources plc (AIM:GTL), the project development company focused on ethanol production in the United States, announces that it has successfully closed the equity and debt financings to fund the expansion of the Group’s ethanol plant at Rochelle, Illinois.
9,286,000 new ordinary shares of £1 each of the Company (“New Shares”), which had been conditionally placed with institutional investors at a price of £1.40 per share to raise £13 million before the deduction of expenses, were allotted and admitted to trading on AIM on 24 July 2007. Following admission the total issued share capital of the Company is 31,988,745 Ordinary Shares.
The Group also announces that it has, today, closed on both a senior debt facility of US$140 million raised by GTL’s subsidiary Illinois River Energy LLC, and on a junior debt of US$30 million raised by the issue of tax exempt bonds in the United States.
In accordance with its Design Build Agreement with Fagen Inc., the Group has paid a mobilisation fee and given notice to proceed with the construction of the expansion in the nameplate capacity of the Group’s ethanol plant from 50 million gallons per annum (“mgpa”) to 100mgpa and it is anticipated that work will commence in the near future.
Contacts
GTL Resources PLC
Peter Middleton, Executive Chairman Tel: 020 3170 5736
Michael Brennan, Finance Director Tel: 01642 794 000
Buchanan
Charles Ryland, Tel: 020 7466 5000
Nick Melson, Tel: 020 7466 5000
Notices
This announcement has been issued by GTL and is the sole responsibility of GTL.
Morgan Stanley is acting for GTL and no-one else in connection with the Placing. Morgan Stanley will not be responsible to anyone other than GTL for providing the protections afforded to its clients, nor for providing advice in relation to the Placing or any other matter referred to in this announcement.
This announcement is for information purposes only and does not constitute an offer or an invitation to acquire or dispose of any securities or investment advice in any jurisdiction.
This announcement does not constitute an offer to sell or issue or the solicitation of an offer to buy or subscribe for securities in the United States, Canada, Australia, the Republic of Ireland, the Republic of South Africa or Japan or any other jurisdiction in which such offer or solicitation is unlawful and should not be relied upon in connection with any decision to
acquire the Placing Shares or any other securities of GTL.
The Placing Shares referred to in this announcement have not been and will not be registered under the US Securities Act of 1933 or the securities laws of any state of the United States, and may not be offered or sold, taken up, delivered or transferred (directly or indirectly) and will not qualify for sale within the United States. There will be no public offer of the Placing Shares in the United States. The Placing Shares have not been recommended, approved or disapproved by any United States federal or state securities commission or regulatory authority. Furthermore, the foregoing authorities have not confirmed the accuracy or determined the adequacy of this announcement. Any representation to the contrary is a criminal offence in the United States.
The Placing Shares will not be lodged or registered with the Australian Securities and Investments Commission under Australia's Corporations Law and are not being offered for subscription or sale and may not be directly or indirectly offered, sold or delivered in or into Australia or for account or benefit of any person or corporation in (or with a registered address in) Australia.
No document in relation to the Placing Shares has been or will be lodged with the Registrar of Companies in the Republic of Ireland and the Placing Shares will not be offered, sold or delivered, directly or indirectly in the Republic of Ireland. All subscribers for Placing Shares must provide addresses outside the Republic of Ireland for the receipt of certificates for Placing Shares.
The relevant clearances have not been, and will not be obtained from the Ministry of Finance of Japan and no circular in relation to the Placing Shares has been or will be lodged with or registered by the Ministry of Finance of Japan. The Placing Shares may not therefore be offered or sold, directly or indirectly in or into Japan, its territories and possessions and any areas subject to its jurisdiction.
The approval of the South African Exchange Control Authorities has not been, and will not be, obtain in relation to the Placing Shares. The Placing Shares may not therefore be offered or sold directly or indirectly in or into The Republic of South Africa.
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