by Nimrod • July 1, 2013 • Doric III
DORIC NIMROD AIR THREE LIMITED
Announcement of the result of the Placing 1 July 2013
Doric Nimrod Air Three Limited (the “Company”), a Guernsey-domiciled company, is pleased to announce the successful completion of its IPO. Admission of 220,000,000 Shares of the Company at an issue price of 100p per Share to trading on the Specialist Fund Market (“SFM”) of the London Stock Exchange plc and to listing on the Channel Islands Stock Exchange (“CISX”) (“Admission”) is expected to commence at 8.00 a.m. and at 6.00 p.m. respectively on 2 July 2013.
Nimrod Capital LLP acted as Placing Agent to the Company.
The ISIN number for the Shares is GG00B92LHN58 and the SEDOL numbers for the Shares are B92LHN5 (relating to the London listing) and B92LK36 (relating to the Guernsey listing).
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 will seek to use the net proceeds of placings and other equity capital raisings, together with debt facilities (or instruments), to fund the purchase of the Assets (comprising four Airbus A380 aircraft). The Assets are expected to be acquired between September 2013 and November 2013. The Company intends initially to lease the Assets to Emirates Airlines for 12 years.
The Company aims to provide Shareholders with an attractive total return comprising income, from distributions through the period of the Company’s ownership of the Assets, and capital, upon the sale of the Assets.
The Company will receive income from the Lease Rentals paid by Emirates pursuant to the Leases. It is anticipated that income distributions will be made quarterly, subject to compliance with applicable laws and regulations.
Once the four aircraft have been acquired and leased it is anticipated that the Company will target a distribution of 2.0625 pence per Share per quarter (amounting to a yearly distribution of 8.25 per cent. based on the initial placing price of 100 pence per Share).
There can be no guarantee that dividends will be paid to Shareholders and, if dividends are paid, as to the timing and amount of any such dividend.
Return of capital
The Company intends to return to Shareholders net capital proceeds if and when the Company is wound-up (pursuant to a Shareholder resolution, including the Liquidation Resolution), subject to compliance with the Articles and the Companies Laws (including any applicable requirements of the solvency test contained therein).
For illustrative purposes only, based on information available as at the date of this document, at the end of a Lease, if the proceeds per Asset from the sale of the corresponding Assets is approximately US$139 million (being the average Base Value (as defined by ISTAT) of the Asset as forecast by three independent aircraft value appraisal firms as at the end of the term of each relevant Lease), and assuming US Dollar / Sterling exchange rates are the same and the Company has not incurred any unexpected costs, Shareholders would get a capital return of 169 pence per Share.
There is, however, no guarantee that the Asset will be sold at such sale price or that such capital return would be generated.
Emirates has grown into a successful airline with a modern fleet of aircraft. Its high quality standards notwithstanding, Emirates has become one of the world’s most cost-efficient airlines.
Emirates’ fleet, which comprises 198 aircraft (11 of which are cargo aircraft) (as of 20 April 2013) serves 132 destinations in 77 countries. Emirates was one of the first operators of the Airbus A380 and is the largest customer for this aircraft type. Emirates currently operates 31 Airbus A380 and has ordered a further 59 A380s (as of 20 April 2013).
The Airbus A380 is the world’s largest commercial passenger aircraft. It is the first aircraft with two full length passenger decks. The Assets will consist of four Airbus A380s, which are to be purchased by the Company (following Admission and conditional upon the Company being able to successfully raise the Required Debt (by way of the Bond Issue or otherwise)) pursuant to the Purchase Agreement Assignments.
Upon purchase of the Assets, the Company and Emirates will initially enter into the Leases, one relating to each Asset, pursuant to which the Company will lease each Asset to Emirates.
Following Admission, the Company will need to raise the Required Debt in order to acquire the Assets. The Required Debt is expected to be raised through the Bond Issue but the Company may consider alternative means of debt financing (including a loan or loans) or if necessary a combination of the two if it is unable to raise all or part of the Required Debt through a Bond Issue. The Company expects, following Admission, to complete the Bond Issue prior to the end of July 2013.
Doric Lease Corp Management Ltd. has been appointed by the Company to provide asset management services to the Company
Nimrod Capital LLP
Nimrod Capital LLP acted as Placing Agent and has been appointed as the Corporate and Shareholder Advisor by the Company.
Defined terms used in this announcement shall have the same meaning as ascribed to them in the Company’s Prospectus dated 20 June 2013.
For further information, please contact:
For administrative and company information:
Anson Fund Managers Limited
+44 (0) 1481 722260