• by  • January 5, 2017 • Amedeo

    Announcement of publication of a supplementary prospectus

    5 January 2017

    On 29 June 2016, Amedeo Air Four Plus Limited (the “Company”) announced the publication of a prospectus (the “Prospectus”) in connection with a placing programme being conducted by the Company (the “Placing Programme”), including details of the initial placing being conducted under the Placing Programme (the “Initial Placing”). The Initial Placing of 40,250,000 shares at an issue price of 102 pence per share successfully completed on 7 July 2016 and the Company then acquired two Boeing 777-300ERs, the first in July 2016 and the second in September 2016, as anticipated.

    On 16 November 2016, the Company announced that it proposed to acquire two further Airbus A380-800 aircraft (the “New Assets”) for leasing to Etihad Airways PJSC (the “Proposed Acquisitions”). Shareholder approval by ordinary resolution was required by the Company’s articles of incorporation in order to proceed with the Proposed Acquisitions and such approval was obtained at an extraordinary general meeting of the Company held on 14 December 2016.

    As described in the announcement of 16 November 2016, in line with the Company’s investment policy, it is intended that the Proposed Acquisitions will be financed through a combination of equity and debt or other financing arrangements. It was further stated in that announcement that, contingent on shareholder approval being obtained for the Proposed Acquisitions, the Board would conduct a further placing under the Placing Programme (the “New Placing”) through which  new shares in the Company (the “New Shares”) would be issued in order to fund the equity portion of the acquisition costs of the New Assets.

    As shareholder approval for the Proposed Acquisitions has now been obtained, the Board has determined to proceed with the New Placing and the Company has today published a supplementary prospectus (the “Supplementary Prospectus”) setting out details of the New Placing.

    A copy of the Supplementary Prospectus is available on the Company’s website: http://www.aa4plus.com/.

    The New Placing

    The New Placing opens on 5 January 2017 and will close at 5.00pm on 12 January 2017.

    The New Placing is subject to the terms and conditions set out in the Prospectus, as supplemented by the Supplementary Prospectus.

    New Shares issued under the Placing Programme will be denominated in sterling.

    Up to 125,000,000 New Shares are being marketed and are available under the New Placing.

    New Shares will be issued under the New Placing at a price of 104 pence per New Share.

    Background to the Proposed Acquisitions

    The Company’s investment objective is to obtain income returns and a capital return for its shareholders by acquiring, leasing and then selling aircraft. The Company’s investment policy is to pursue its investment objective by seeking to use the net proceeds of placings and/or other equity raisings, together with financing facilities (or instruments), to acquire widebody, or other, aircraft which will be leased to one or more major airlines.

    Since its successful initial public offering in May 2015 at 100 pence per share, the Company has acquired six Airbus A380-800 and two Boeing 777-300ER aircraft (the “Current Assets”), each of which has been leased to Emirates Airlines for a term of 12 years from the date of acquisition. The Company has had full income generation since its launch and has paid dividends at its target rate of 2.0625 pence per share per quarter each quarter since July 2015 (amounting to an annual income distribution of 8.25 pence per share). Since launch, therefore, investors have received 12.375 pence per share in dividend payments and have seen an increase in the market price of the shares from the initial issue price of 100 pence per share in May 2015 to 105 pence per share as at 5 January 2017.

    The seventh and eighth aircraft were acquired following the Initial Placing under the Placing Programme, which successfully raised £41,055,000 gross proceeds to fund those acquisitions. Following the Initial Placing, the Company’s market capitalisation stood at approximately £350,000,000. The Placing Programme, which remains open until 27 June 2017, is being conducted by the Company in accordance with Prospectus. As stated in the Prospectus, the maximum number of New Shares which may be issued pursuant to the Placing Programme is 300,000,000. Under the Initial Placing, 40,250,000 New Shares were issued and, accordingly, 259,750,000 New Shares remain available for the Company to issue through subsequent placings (including the New Placing) under the Placing Programme for the purposes of acquiring further aircraft in accordance with the Company’s investment policy

    The Board, as advised by Amedeo, believes that the Proposed Acquisitions will enable the Company to maintain its target dividend yield and to generate a double digit total return (both the target dividend yield and the potential total return are based on assumptions and projections which are more fully described in the Supplementary Prospectus). Additionally, the Proposed Acquisitions will support the Company in the pursuit of its strategic aims to diversify its sources of income and to increase the size of the Company, potentially improving the liquidity in its shares

    The New Assets

    If the New Placing successfully completes, the Company intends to acquire the New Assets (such assets being the Company’s “Ninth Asset” and “Tenth Asset” respectively). The Ninth Asset is expected to be acquired in March 2017 and the Tenth Asset is expected to be acquired in May 2017.

    It is intended that each of the New Assets will be leased to Etihad Airways PJSC for a term of 12 years from the date of acquisition.

    The Current Assets

    The Company currently owns six Airbus A380 and two Boeing 777-300ER aircraft (each a “Current Asset”), all of which have been leased to Emirates Airlines.

    Income Distributions

    The Company receives, or will receive, income in the form of lease rentals for each Current Asset and each New Asset. Income distributions are currently being made to shareholders quarterly and, subject to compliance with applicable laws and regulations, it is anticipated that such income distributions will continue to be made on a quarterly basis. The Company is targeting a distribution to investors of 2.0625 pence per share per quarter (amounting to a yearly distribution of 8.25 pence per share) at least until such time as any aircraft other than the Current Assets and the New Assets are acquired.  If the expected timetable set out below is met, then holders of the New Shares will be eligible to receive the Company’s planned January dividend, expected to be at the Company’s target dividend amount of 2.0625 pence per share.

    Expected Timetable for the New Placing

    Each of the times and dates set out below and mentioned elsewhere in this document may be adjusted by the Company, in which event details of the new times and dates will be notified to the Financial Conduct Authority and the London Stock Exchange. References to a time of day are to London time.

    Event

    Date

    New Placing opens

    5 January 2017

    Latest time and date for commitments under the New Placing

    5.00pm on 12 January 2017

    Results of New Placing announced

     13 January 2017

    New Shares admitted to trading on the SFS

    8.00am on 16 January 2017

    Crediting of CREST stock accounts in respect of the New Shares

     18 January 2017

    Publication of the Supplementary Prospectus

    Copies of the Prospectus and the Supplementary Prospectus are available for inspection at the registered office of the Company (Ground Floor, Dorey Court, Admiral Park, St Peter Port, Guernsey GY1 2HT), the offices of Herbert Smith Freehills LLP (Exchange House, Primrose Street, London EC2A 2EG) and the offices of Nimrod Capital LLP (3 St Helen’s Place, London EC3A 6AB) during normal business hours on any weekday (Saturdays and Public Holidays excepted) until 27 June 2017, and will also be available on the Company’s website at http://aa4plus.com/investors-regulatory-news/.

    Defined terms used in this announcement shall have the same meaning as ascribed to them in the Company’s Supplementary Prospectus dated 5 January 2017.