Tufton Oceanic Assets Ltd. Proposed Placing and Offer of C Shares (8912B)

TIDMSHIP

RNS Number : 8912B

Tufton Oceanic Assets Ltd.

25 September 2018

NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY, IN OR TO THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY MEMBER STATE OF THE EEA (OTHER THAN THE UNITED KINGDOM) OR ANY OTHER JURISDICTION IN WHICH THE PUBLICATION, DISTRIBUTION OR RELEASE OF THIS ANNOUNCEMENT WOULD BE UNLAWFUL. PLEASE SEE THE SECTION ENTITLED "IMPORTANT NOTE" TOWARDS THE OF THIS ANNOUNCEMENT.

This announcement is an advertisement and does not constitute a prospectus and investors must subscribe for or purchase any shares referred to in this announcement only on the basis of information contained in the prospectus published by Tufton Oceanic Assets Limited on 25 September 2018 (the "Prospectus") and not in reliance on this announcement. Copies of the Prospectus may, subject to any applicable law, be obtained from the registered office of the Company. 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.

This announcement contains inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 ("MAR"). Upon publication of this announcement, the inside information is now considered to be in the public domain for the purposes of MAR.

Tufton Oceanic Assets Limited

("Tufton Oceanic Assets" or the "Company")

PROPOSED PLACING AND OFFER OF C SHARES

and

PLACING PROGRAMME

Tufton Oceanic Assets Limited (ticker: SHIP) today announces an update on its intention to raise further capital.

The Company has today published a prospectus (the "Prospectus") in relation to:

-- a proposed Placing and Offer for Subscription of C Shares for a target issue of up to 100 million C Shares at US$1.00 per C Share; and

   --      a Placing Programme of 200 million Ordinary Shares and/or 200 million C Shares. 

Background

On 3 September 2018 Tufton Oceanic Assets announced its intention to raise further capital by way of an offering of C shares in the Company. Since listing on the Specialist Fund Segment of the Main Market in December 2017, the Company has made seven investments and has now fully invested the net proceeds of its initial public offering in less than nine months. The Company has also paid its maiden dividend of US$0.015 per Ordinary Share and expects to a pay a quarterly dividend of US$0.0175 per Ordinary Share from 3Q18, in line with its stated objective of 7%* per annum for 2019 onwards. With the seventh investment, the 7%* dividend will be over 1.6x covered by operating cash flow after capex provisions and all fees and expenses.

The Board believes that capital availability for shipping continues to be constrained, and the supply side recovery is continuing and driven by an order book near a 20-year low while second hand prices in many shipping segments continue to be significantly below depreciated replacement cost.

The Investment Manager has identified an attractive pipeline of second hand vessels and in order to capitalise on these opportunities the Company is now planning to raise up to US$100 million by the issue of C Shares and also to initiate a Placing Programme that will permit the Company to issue up to a further 200 million Ordinary Shares and/or 200 million C Shares over the next 12 months.

The Company's investments will be diversified across the core shipping Segments in line with where the Investment Manager identifies attractive opportunities with the intention of the Portfolio benefiting from a mix of strong cash yield and moderate capital gain potential.

The Investment Manager anticipates that the continuing focus of investment will be on the Containership, Tanker and General Cargo Segments with opportunistic investments in the Bulker Segment. The Portfolio will continue an emphasis on long term Bareboat and Time Charters strategies.

Prospectus

The Prospectus will shortly be available for inspection at the National Storage Mechanism (www.morningstar.co.uk/uk/nsm), and also on the Company's website (http://www.tuftonoceanicassets.com) subject to applicable securities laws, and is available for viewing at the Company's registered office at 3(rd) floor, 1 Le Truchot, St Peter Port, Guernsey, GY1 1WD.

Capitalised terms used in this announcement and not otherwise defined will have the meanings given to them in the Prospectus.

 
 Expected Issue Timetable 
 Placing and Offer for Subscription                  25 September 2018 
  opens 
 Latest time and date for applications        11.00 a.m. on 10 October 
  under the Offer for Subscription                                2018 
 Latest time and date for commitments             3 p.m. on 10 October 
  under the Placing                                               2018 
 Announcement of the results of the                    12 October 2018 
  Issue 
 Admission and dealings in the C Shares        8.00 a.m. on 16 October 
  commence                                                        2018 
 Crediting of CREST stock accounts                     16 October 2018 
  in respect of the C Shares 
 Share certificates despatched in           week commencing 22 October 
  respect of the C Shares                          2018 (or as soon as 
                                                  possible thereafter) 
 

*This is a target only and not a profit forecast. There can be no assurance that the target can or will be met and should not be taken as an indication of the Company's expected or actual future results. Accordingly, potential investors should not place any reliance on this target in deciding whether or not to invest in the Company or assume that the Company will make any distributions at all and should decide for themselves whether or not the target dividend yield is reasonable or achievable. The target dividend yield is based on the IPO issue price of US$1.00 per ordinary share.

Enquiries

 
 Tufton Oceanic Limited (Investment 
  Manager) 
  Andrew Hampson 
  Paulo Almeida                                                                       [phone] 
 N+1 Singer 
  James Maxwell, Alex Bond (Corporate 
  Finance) 
  Alan Geeves, James Waterlow, 
  Sam Greatrex (Sales)                                                                [phone] 
 Hudnall Capital LLP 
  Andrew Cade                                                                         [phone] 
 
 
                       About the Company 
                       Tufton Oceanic Assets Limited was established to invest 
                       in a diversified portfolio of secondhand commercial 
                       sea-going vessels delivering strong cash flow and capital 
                       gains to investors. The Company's investment manager 
                       is Tufton Oceanic Limited. The Company was admitted 
                       to the Specialist Fund Segment of the London Stock 
                       Exchange's main market on 20 December 2017. 
 
 

Important Information

The contents of this announcement, which have been prepared by and are the sole responsibility of Company, have been approved by Tufton Oceanic Ltd, as a financial promotion solely for the purposes of section 21(2)(b) of the Financial Services and Markets Act 2000 ("FSMA").

FCA-authorised firms conducting designated investment business with retail customers under the Conduct of Business Sourcebook published by the FCA Rules are reminded that securities admitted to trading on the Specialist Fund Segment will be securities that may have characteristics such as: (i) variable levels of secondary market liquidity; (ii) sophisticated corporate structures; (iii) highly leveraged structures; and (iv) sophisticated investment propositions with concentrated risks and are therefore intended for institutional, professional and highly knowledgeable investors

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 set forth herein is for information purposes only and is not intended, and should not be construed, as an offer of securities for sale in the United States or any other jurisdiction.

This announcement is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia), Australia, Canada, South Africa or Japan. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

The Company will not be registered under the US Investment Company Act of 1940, as amended. In addition, the Shares referred to herein have not been and will not be registered under the US Securities Act of 1933 (the "Securities Act") or under the securities laws of any state of the United States and may not be offered or sold in the United States or to or for the account or benefit of US persons absent registration or pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable State securities laws. The offer and sale of Shares referred to herein has not been and will not be registered under the Securities Act or under the applicable securities laws of any state, province or territory of Australia, Canada, South Africa or Japan. Subject to certain exceptions, the Shares referred to herein may not be offered or sold in Australia, Canada, South Africa or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada, South Africa or Japan. There will be no public offer of the Shares in the United States, Australia, Canada, South Africa or Japan.

Any purchase of Shares in the Issue and/or Placing Programme should be made solely on the basis of the information contained in the Prospectus issued by the Company in connection with the Issue, the Placing Programme and Admission. No reliance may or should be placed by any person for any purposes whatsoever on the information contained in this announcement or on its completeness, accuracy or fairness.

This announcement does not constitute a recommendation concerning the Issue and/or the Placing Programme. The value of Shares can decrease as well as increase. Potential investors should consult a professional advisor as to the suitability of the Issue and/or Placing Programme for the person concerned. Past performance or information in this announcement cannot be relied upon as a guide to future performance.

Hudnall and N+1 Singer are both authorised and regulated in the United Kingdom by the Financial Conduct Authority, and are acting exclusively for the Company and no-one else in connection with the Issue, the Placing Programme and Admission. They will not regard any other person as their respective clients in relation to the Issue, the Placing Programme and Admission and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients, nor for providing advice in relation to the Issue, the Placing Programme and Admission, the contents of this announcement or any transaction, arrangement or other matter referred to herein.

None of the Company, the Investment Manager, Hudnall or N+1 Singer 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 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, Hudnall and N+1 Singer 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.

This announcement may include statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements involve known and unknown risks and uncertainties, many of which are beyond the Company's control and all of which are based on the Company's board of directors' current beliefs and expectations about future events. These forward-looking statements may be identified by the use of forward- looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward-looking statements include all matters that are not historical facts. Forward-looking statements may and often do differ materially from actual results. Any forward-looking statements reflect the Company's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Company's business, the results of operations, financial condition prospects, growth and dividend policy of the Company and the industry in which it operates. Forward-looking statements speak only as of the date they are made and cannot be relied upon as a guide to future performance. These forward-looking statements and other statements contained in this announcement regarding matters that are not historical facts involve predictions. No assurance can be given that such future results will be achieved; actual events or results may differ materially as a result of risks and uncertainties facing the Company. Such risks and uncertainties could cause actual results to vary materially from the future results indicated, expressed or implied in such forward-looking statements. Forward looking statements speak only as of the date of this announcement.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [e-mail] or visit www.rns.com.

END

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September 25, 2018 09:16 ET (13:16 GMT)