TP ICAP announces rights issue to fund Liquidnet acquisition
About three months after TP ICAP PLC (LON:TCAP) agreed the definitive terms to acquire the entire issued share capital of Liquidnet Holdings, Inc, the interdealer broker announces a rights issue to fund the deal.
Today, TP ICAP announced a fully underwritten rights issue, which is intended to raise proceeds of approximately £315 million, to be used to fund the acquisition.
The Rights Issue is expected to result in the issue of 225,334,552 new ordinary shares (representing approximately 40% of the existing issued share capital of TP ICAP and 28.6% of the enlarged issued share capital immediately following completion of the Rights Issue).
The Rights Issue will be on the following basis:
2 for 5 Rights Issue at 140.0 pence per New Ordinary Share.
TP ICAP plans to acquire the entire issued share capital of Liquidnet Holdings, Inc. for a total consideration of between US$575 million and US$700 million, comprising cash consideration of US$525 million payable on completion of the acquisition, non-contingent deferred consideration of US$50 million and contingent consideration of up to US$125 million.
The acquisition is conditional on the approval of the shareholders of TP ICAP at a general meeting of the company which is to be held on 1 February 2021 and completion of the redomiciliation. The directors of TP ICAP unanimously consider that the resolution to approve the acquisitionis in the best interests of TP ICAP and its Shareholders and recommend that Shareholders vote in favour of the resolution.
Commenting on the launch of the rights issue, Nicolas Breteau, CEO of TP ICAP, said:
“I am delighted to announce this next planned step in our process to acquire Liquidnet. This acquisition is a unique opportunity to transform TP ICAP’s growth prospects by materially accelerating our stated strategy of electronification, aggregation and diversification. We believe our two businesses are highly complementary and the deal, when completed, will help us to drive growth and shareholder value in the medium to long term.”