Ashtead Capital Inc Publication of Admission Particulars
13 Agosto 2021 - 7:16AM
UK Regulatory
TIDM55MF
ASHTEAD CAPITAL, INC.
PUBLICATION OF ADMISSION PARTICULARS
13 August 2021
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 $550,000,000
1.500% senior notes due 2026 and the $750,000,000 2.450% senior notes due 2031
(the "Notes") by Ashtead Capital. The Notes are fully and unconditionally
guaranteed on a senior 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 16 August 2021
(the "Listing"). The admission particulars for the Listing have been published
and are available at https://mma.prnewswire.com/media/1594247/
Offering_Memorandum.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 1,126 stores in the United States ("US"),
Canada and the United Kingdom ("UK") as of April 30, 2021. Ashtead conducts
its equipment rental operations in all markets under the name "Sunbelt
Rentals".
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 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 or superseded, "MiFID II"); or (ii) a customer within the
meaning of Directive 2016/97/EU (as amended or superseded, the "Insurance
Distribution Directive"), wherethat 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 (EU) 2017/1129
(as amended or superseded, the "Prospectus Regulation"). Consequently, no
key information document required by Regulation (EU) No 1286/2014 (as
amended or superseded, 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. 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 UK. 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 EUWA; or (ii) a customer within the meaning
of the provisions of the FSMA and any rules or regulations made under the
FSMA to implement the Insurance Distribution Directive, 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. Consequently, no key information document
required by Regulation (EU) No 1286/2014 as it forms part of domestic law
by virtue of the EUWA (the "UK PRIIPs Regulation") for offering or selling
the Notes or otherwise making them available to retail investors in the UK
has been prepared and, therefore, offering or selling the Notes or
otherwise making them available to any retail investor in the UK may be
unlawful under the UK PRIIPs Regulation.
6. This communication is for distribution only to, and is only directed at,
persons who (i) are outside the United Kingdom; (ii) have professional
experience in matters relating to investments falling within Article 19(5)
of the Financial Services and Markets Act 2000 (Financial Promotion) Order
2005 (as amended or superseded, the "Financial Promotion Order"); (iii) are
high net worth entities or other persons falling within Article 49(2)(a) to
(d) 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. Any person who is not a
relevant person should not act or rely on this document or any of its
contents. Recipients of this offering memorandum are not permitted to
transmit it to any other person. The Notes are not being offered to the
public in the United Kingdom.
7. FCA/Stabilisation.
Enquiries:
Michael Pratt, Finance Director
Will Shaw, Director of Investor Relations +44 (0)20 7726 9700
Neil Bennett, Maitland
James McFarlane, Maitland +44 (0)20 7379 5151
END
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