ASHTEAD CAPITAL,
INC.
PUBLICATION OF
ADMISSION PARTICULARS
26 July 2018
Ashtead Capital, Inc. (“Ashtead Capital”), an indirect wholly
owned subsidiary of Ashtead Group plc (“Ashtead” or the “Company”),
announces the publication of the admission particulars in
connection with the issuance of the $600
million 5.250% second priority senior secured notes due 2026
(the “Notes”) by Ashtead Capital. The Notes are fully and
unconditionally guaranteed on a senior secured basis by Ashtead and
certain of Ashtead’s direct and indirect subsidiaries.
Application has been made for the Notes to be admitted to
trading on the International Securities Market of the London Stock
Exchange on 30 July 2018 (the
“Listing”). The admission particulars for the Listing have been
published and are available at
http://content.prnewswire.com/documents/PRNUK-2607181703-FD59_Admission_Particulars_-_5.25_notes_due_2026_CC.pdf.
____________________________________________________________________________
1. The Notes are being offered in the United States only to qualified
institutional buyers pursuant to the exemption from registration
under Rule 144A under the Securities Act of 1933, as amended (the
“Securities Act”), and outside the United
States only to non-U.S. investors pursuant to Regulation S
under the Securities Act. The Notes have not been registered under
the Securities Act or any state securities laws and unless so
registered, may not be offered or sold in the United States except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and applicable
state securities laws.
2. This release shall not constitute an offer to
sell or a solicitation of an offer to purchase the securities
described herein or any other securities, and shall not constitute
an offer, solicitation or sale in any state or jurisdiction in
which such offer, solicitation or sale would be unlawful.
3. Ashtead is a public limited company incorporated
under the laws of England and
Wales and its stock is publicly
traded on the London Stock Exchange (LSE: AHT). The Company
is one of the largest international equipment rental companies,
with a network of 899 stores in the
United States (“US”), Canada and the United Kingdom (“UK”) as of April 30, 2018. Ashtead conducts its equipment
rental operations in the US and Canada under the name “Sunbelt Rentals” and in
the UK under the name “A-Plant.”
4. The Notes 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 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 MiFID II; or (ii) a customer within the meaning of
Directive 2002/92/EC, 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 Directive
2003/71/EC (as amended, the “Prospectus Directive”). Consequently,
no key information document required by Regulation (EU) No
1286/2014 (the “PRIIPs Regulation”) for offering or selling the
Notes or otherwise making them available to retail investors in the
EEA has been prepared and therefore offering or selling the Notes
or otherwise making them available to any retail investor in the
EEA may be unlawful under the PRIIPs Regulation.
5. This communication is directed only to persons
who (i) are outside the United
Kingdom; (ii) are persons falling within Article 19(5)
(“Investment professional”) of the Financial Services and Markets
Act 2000 (Financial Promotion) Order 2005 (as amended, the
“Financial Promotion Order”), (iii) are persons falling within
Article 49(2)(a) to (d) (“High net worth companies, unincorporated
associations, etc.”) of the Financial Promotion Order, or (iv) are
persons to whom an invitation or inducement to engage in investment
activity (within the meaning of section 21 of the Financial
Services and Markets Act 2000) in connection with the issue or sale
of any Securities may otherwise lawfully be communicated or caused
to be communicated (all such persons together being referred to as
“relevant persons”). This communication is directed only at
relevant persons and must not be acted on or relied on by persons
who are not relevant persons. Any investment or investment
activity to which this communication relates is available only to
relevant persons and will be engaged in only with relevant
persons.
6. FCA/Stabilisation.
Enquiries:
Geoff Drabble, Chief
Executive
Michael Pratt, Finance
Director
Will Shaw, Director of Investor
Relations +44 (0)20 7726 9700
Becky Mitchell, Maitland
James McFarlane,
Maitland
+44 (0)20 7379 5151
