Proposed Placing of up to 250 million shares under the Placing Programme

The PRS REIT plc, the closed-ended real estate investment trust established to invest in new build homes in the Private Rented Sector (“PRS”), is pleased to announce a proposed placing of up to 250 million new Ordinary Shares in the Company, at a placing price of 102.5 pence per share (the “Placing”) to qualified investors. This follows the full commitment (ahead of schedule) of the net proceeds raised in the Company’s £250 million IPO on 31 May 2017.

The Placing is in line with the Company’s growth strategy, and is part of its Placing Programme detailed in its Prospectus, issued at IPO. The net proceeds of the Placing will be used to acquire PRS development sites and newly completed PRS sites. As previously announced in the Quarterly Update, published on 10 January 2018, the PRS REIT continues to make strong progress and its Investment Adviser, Sigma PRS Management Limited, has identified further attractive PRS development opportunities, with a current gross development cost (“GDC”) in excess of £540 million.

In an additional statement, released today, the Company also reports its maiden dividend, net asset value, and confirms that credit approved terms have been agreed for £200 million of debt facilities.

Nplus1 Singer Advisory LLP and Nplus1 Singer Capital Markets Limited (together “N+1 Singer”) and Stifel Nicolaus Europe Limited (“Stifel”) are acting as Joint Bookrunners to the Company in connection with the Placing.

Placing Highlights:

  • The Placing, which is not underwritten, comprises a placing of up to 250 million new Ordinary Shares to be issued under the Company’s existing general authority to issue shares on a non pre-emptive basis.
  • The issue price per Ordinary Share of any shares issued pursuant to the Placing will be 102.5 pence per Ordinary Share (the “Placing Price”). This represents a discount of 1.0 per cent. to the closing price per Ordinary Share of 105 pence at the close of business on 30 January 2018 net of the maiden dividend of 1.50 pence declared today, and a premium of 4.4 per cent. to the latest (cum income) NAV per Ordinary Share of 98.2 pence as at 31 December 2017 (unaudited). The Placing will be NAV accretive for existing shareholders.
  • Any Ordinary Shares issued pursuant to the Placing will be subject to the terms and conditions of the Placing Programme set out in the Prospectus and which can be found in the appendix to this announcement. When issued, these Ordinary Shares will rank pari passu with the existing Ordinary Shares in issue, save that they will not be entitled to receive the dividend of 1.50 pence declared today for the financial period to 31 December 2017.
  • The Placing will be launched immediately following this announcement. The bookbuild is expected to close at 1.00 p.m. (London time) on 1 March 2018, but may be closed earlier or later at the discretion of the Company and the Joint Bookrunners. The full timetable can be found further below.
  • Application will be made to the London Stock Exchange for admission of the new Ordinary Shares in the Company to be issued pursuant to the Placing to the Specialist Fund Segment of the London Stock Exchange’s Main Market for listed securities (“Admission”). It is expected that Admission of the Ordinary Shares issued pursuant to the Placing will become effective on or around 6 March 2018.

Steve Smith, Chairman, commented:

“The PRS REIT has made strong progress since its IPO eight months ago, when we raised £250 million to invest in new rental homes across the regions in England. Having fully committed these funds, we are delighted to be launching a second share placing, which is targeting up to circa £250 million. The proceeds from this placing will enable us to continue to deliver more high quality rental homes for middle-income families.

“There is an urgent need for new rental homes across the country and we see our professionally managed, well-designed, new properties playing an important part in satisfying that demand, while also creating new, vibrant communities.”