TIDMBUR
RNS Number : 6621D
Burford Capital Limited
23 June 2023
Released via Form 6-K on June 22, 2023 and queued for release
via RNS upon its reopening on June 23, 2023.
22 June 2023
BURFORD CAPITAL ANNOUNCES PRICING OF PRIVATE OFFERING OF SENIOR
NOTES
Burford Capital Limited ("Burford" or "Burford Capital"), the
leading global finance and asset management firm focused on law,
today announces the pricing of its private offering of $400 million
aggregate principal amount of 9.250% senior notes due 2031 (the
"Notes") by its indirect, wholly owned subsidiary, Burford Capital
Global Finance LLC. The Notes will be guaranteed on a senior
unsecured basis by Burford Capital as well as Burford Capital
Finance LLC and Burford Capital PLC, both indirect, wholly owned
subsidiaries of Burford Capital (such guarantees, together with the
Notes, the "Securities"). The offering is expected to close on June
26, 2023.
Burford Capital intends to use the net proceeds from the
offering of the Securities for general corporate purposes,
including the potential repayment or retirement of existing
indebtedness, including the 6.125% bonds due 2024 of Burford
Capital PLC (the "2024 Bonds"). This release does not constitute a
notice of redemption with respect to, or an offer to purchase, the
2024 Bonds.
The Securities have not been, and will not be, registered under
the US Securities Act of 1933, as amended (the "Securities Act"),
or the laws of any other jurisdiction and may not be offered or
sold within the United States or to, or for the account or benefit
of, US persons absent registration or an applicable exemption from
registration under the Securities Act or any applicable state
securities laws. The Securities will be offered only to persons
reasonably believed to be "Qualified Institutional Buyers" within
the meaning of Rule 144A under the Securities Act or non-US persons
outside the United States pursuant to Regulation S under the
Securities Act, in each case, who are "Qualified Purchasers" as
defined in Section (2)(a)(51)(A) under the US Investment Company
Act of 1940, as amended.
For further information, please contact:
Burford Capital Limited
For investor and analyst inquiries:
Robert Bailhache, Head of Investor Relations, +44 (0)20 3530
EMEA and Asia - email 2023
Jim Ballan, Head of Investor Relations, Americas +1 (646) 793
- email 9176
For press inquiries:
David Helfenbein, Vice President, Public Relations +1 (212) 235
- email 6824
Numis Securities Limited - NOMAD and Joint +44 (0)20 7260
Broker 1000
Giles Rolls
Charlie Farquhar
+44 (0)20 7029
Jefferies International Limited - Joint Broker 8000
Graham Davidson
Tony White
+44 (0)20 3207
Berenberg - Joint Broker 7800
Toby Flaux
James Thompson
Arnav Kapoor
About Burford Capital
Burford Capital is the leading global finance and asset
management firm focused on law. Its businesses include litigation
finance and risk management, asset recovery and a wide range of
legal finance and advisory activities. Burford is publicly traded
on the New York Stock Exchange (NYSE: BUR) and the London Stock
Exchange (LSE: BUR), and it works with companies and law firms
around the world from its offices in New York, London, Chicago,
Washington, DC, Singapore, Dubai, Sydney and Hong Kong.
This announcement does not constitute an offer to sell or the
solicitation of an offer to buy any securities of Burford.
This announcement does not constitute an offer of any Burford
private fund. Burford Capital Investment Management LLC, which acts
as the fund manager of all Burford private funds, is registered as
an investment adviser with the US Securities and Exchange
Commission. The information provided in this announcement is for
informational purposes only. Past performance is not indicative of
future results. The information contained in this announcement is
not, and should not be construed as, an offer to sell or the
solicitation of an offer to buy any securities (including, without
limitation, interests or shares in any of Burford private funds).
Any such offer or solicitation may be made only by means of a final
confidential private placement memorandum and other offering
documents.
Prohibition of sales to retail investors in the European
Economic Area. The Securities are not intended to be offered, sold
or otherwise made available to, and should not be offered, sold or
otherwise made available to, any retail investor in the European
Economic Area (the "EEA"). For these purposes, a retail investor
means a person who is one (or more) of: (i) a retail client as
defined in point (11) of Article 4(1) of Directive 2014/65/EU (as
amended, "MiFID II"); (ii) a customer within the meaning of
Directive 2016/97/ EU (as amended, the "Insurance Distribution
Directive"), where that customer would not qualify as a
professional client as defined in point (10) of Article 4(1) of
MiFID II; or (iii) not a qualified investor as defined in
Regulation 2017/1129/EU (as amended or superseded, the "Prospectus
Regulation"). Consequently, no key information document required by
Regulation (EU) No 1286/2014 (as amended, the "PRIIPs Regulation")
for offering or selling the Securities or otherwise making them
available to retail investors in the EEA has been prepared and,
therefore, offering or selling the Securities or otherwise making
them available to any retail investor in the EEA may be unlawful
under the PRIIPs Regulation.
Prohibition of sales to retail investors in the United Kingdom.
The Securities are not intended to be offered, sold or otherwise
made available to, and should not be offered, sold or otherwise
made available to, any retail investor in the United Kingdom. For
these purposes, a retail investor means a person who is one (or
more) of: (i) a retail client, as defined in point (8) of Article 2
of Regulation (EU) No 2017/565 as it forms part of domestic law by
virtue of the European Union (Withdrawal) Act 2018 (as amended, the
"EUWA"); (ii) a customer within the meaning of the provisions of
the Financial Services and Markets Act 2000 (as amended, the
"FSMA") and any rules or regulations made under the FSMA to
implement Directive (EU) 2016/97, where that customer would not
qualify as a professional client, as defined in point (8) of
Article 2(1) of Regulation (EU) No 600/2014 as it forms part of
domestic law by virtue of the EUWA; or (iii) not a qualified
investor as defined in Article 2 of Regulation (EU) 2017/1129 as it
forms part of domestic law by virtue of the EUWA (as amended or
superseded, the "UK Prospectus Regulation"). Consequently, no key
information document required by Regulation (EU) No 1286/2014 as it
forms part of domestic law by virtue of the EUWA (as amended, the
"UK PRIIPs Regulation") for offering or selling the Securities or
otherwise making them available to retail investors in the United
Kingdom has been prepared and, therefore, offering or selling the
Securities or otherwise making them available to any retail
investor in the United Kingdom may be unlawful under the UK PRIIPs
Regulation.
IN MEMBER STATES OF THE EEA, THIS ANNOUNCEMENT IS DIRECTED ONLY
AT PERSONS WHO ARE "QUALIFIED INVESTORS" WITHIN THE MEANING OF THE
PROSPECTUS REGULATION IN SUCH MEMBER STATE AND SUCH OTHER PERSONS
AS THIS ANNOUNCEMENT MAY BE ADDRESSED ON LEGAL GROUNDS, AND NO
PERSON THAT IS NOT A RELEVANT PERSON OR QUALIFIED INVESTOR MAY ACT
OR RELY ON THIS ANNOUNCEMENT OR ANY OF ITS CONTENTS. IN THE UNITED
KINGDOM, THIS ANNOUNCEMENT IS DIRECTED ONLY AT PERSONS WHO ARE
"QUALIFIED INVESTORS" WITHIN THE MEANING OF THE UK PROSPECTUS
REGULATION AND SUCH OTHER PERSONS AS THIS ANNOUNCEMENT MAY BE
ADDRESSED ON LEGAL GROUNDS, AND NO PERSON THAT IS NOT A RELEVANT
PERSON OR QUALIFIED INVESTOR MAY ACT OR RELY ON THIS ANNOUNCEMENT
OR ANY OF ITS CONTENTS.
Forward-looking statements
This announcement contains "forward-looking statements" within
the meaning of Section 21E of the US Securities Exchange Act of
1934, as amended, regarding assumptions, expectations, projections,
intentions and beliefs about future events. These statements are
intended as "forward-looking statements". In some cases,
predictive, future-tense or forward-looking words such as "aim",
"anticipate", "believe", "continue", "could", "estimate", "expect",
"forecast", "guidance", "intend", "may", "plan", "potential",
"predict", "projected", "should" or "will" or the negative of such
terms or other comparable terminology are intended to identify
forward-looking statements, but are not the exclusive means of
identifying such statements. In addition, Burford and its
representatives may from time to time make other oral or written
statements which are forward-looking statements, including in
Burford's periodic reports that Burford files with, or furnishes
to, the US Securities and Exchange Commission, other information
made available to its security holders and other written materials.
By their nature, forward-looking statements involve known and
unknown risks, uncertainties and other factors because they relate
to events and depend on circumstances that may or may not occur in
the future. Burford cautions you that forward-looking statements
are not guarantees of future performance and are based on numerous
assumptions, expectations, projections, intentions and beliefs and
that Burford's actual results of operations, including its
financial position and liquidity, and the development of the
industry in which it operates, may differ materially from (and be
more negative than) those made in, or suggested by, the
forward-looking statements contained in this announcement.
Significant factors that may cause actual results to differ from
those Burford
expects include those discussed under "Risk Factors" in its
annual report on Form 20-F for the year ended December 31, 2022
filed with the US Securities and Exchange Commission on May 16,
2023. In addition, even if Burford's results of operations,
including its financial position and liquidity, and the development
of the industry in which it operates are consistent with the
forward-looking statements contained in this announcement, those
results of operations or developments may not be indicative of
results of operations or developments in subsequent periods.
Except as required by law, Burford undertakes no obligation to
update or revise the forward-looking statements contained in this
announcement, whether as a result of new information, future events
or otherwise.
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END
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June 23, 2023 02:00 ET (06:00 GMT)
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