The information contained herein may only be released, published or distributed in the United Kingdom, the Isle of Man, Jersey and the Bailiwick of Guernsey in accordance with applicable regulatory requirements. The information contained herein is not for release, publication or distribution in or into the United States, Australia, Canada, Japan, South Africa, the Republic of Ireland or in any other jurisdiction where it is unlawful to distribute this document. The bonds referred to below may only be sold in Jersey in compliance with the provisions of the Control of Borrowing (Jersey) Order 1958 and the Financial Services (Jersey) Law 1998, as amended.
Retail Charity Bonds PLC today announces the launch of the Golden Lane Housing Retail Charity Bond offering 4.375% due 2021 (the “Bond”). This is the first bond to be issued through the recently launched Retail Charity Bonds platform, which has been created as an issuing vehicle to enable UK charities to raise medium term debt finance through bonds issued to retail and wholesale investors.
The Bonds will be issued by Retail Charity Bonds PLC and the funds raised will be loaned, via a loan agreement, to Golden Lane Housing Ltd (“GLH” or the “Charity”), the wholly-owned subsidiary of the learning disability charity, The Royal Mencap Society (“Mencap”). The Bonds are available to wholesale and retail investors.
The Bonds will pay a fixed rate of interest of 4.375% per annum, payable twice yearly on 29 January and 29 July of each year with the first coupon payment being made on 29 January 2015. The Bonds are expected to mature on 29 July 2021 with a final legal maturity on 29 July 2023.
At any time during the life of the Bond, investors are permitted to sell the Bonds (within market hours and in normal market conditions) on the open market through their stockbroker.
Canaccord Genuity Ltd is acting as Lead Manager on the issue.
The Bonds have a minimum initial subscription amount of £500 and are available in multiples of £100 thereafter. The offer period is expected to close at 12 noon on 23 July 2014. The Issuer retains the right to close the offer early, in conjunction with the Lead Manager.
The Bonds are expected to be listed on the UK Listing Authority’s Official List and admitted to trading on the London Stock Exchange’s regulated market and through the electronic Order book for Retail Bonds.
One of the biggest challenges facing people with a learning disability in the UK is lack of access to suitable supported accommodation. Due to the chronic housing shortage in the UK, a signiﬁcant number of people with a learning disability live in unsuitable residential institutions or with elderly parents and carers, and as a result face an uncertain future. Local authority accommodation is in short supply, and with limited choice available, individuals often have to move into accommodation far away from friends and family.
GLH was established in 1998 by Mencap to provide quality homes to people with learning disabilities. It aims to provide people with a learning disability with the opportunity to live in the right house, in the right place, with the right support, so that they can prosper, develop their independence and skills and contribute to their communities.
The Charity now provides housing for over 1,300 tenants with a learning disability in both its owned and leasehold properties. It has built up an £83 million property portfolio (at historic cost) which comprises 400 freehold and long leasehold properties. In addition, 275 properties are leased from landlords on shorter leases.
GLH currently owns and manages 700 homes, providing housing for 1,320 tenant residents with a learning disability in the UK, in addition to providing the specialist services to its tenants in partnership with other care providers, including Mencap. This includes providing bespoke adaptations to the properties to meet the needs of the tenants. The principal source of income of the Charity is rent from its tenants in return for provision of accommodation and specialist landlord services, including maintenance. Tenants typically rely on housing beneﬁt to help them meet their rent obligations. Most tenants opt to have their beneﬁt paid directly to the Charity by the relevant local authority.
Retail Charity Bonds, launched earlier this month, is an initiative of social investment charity Allia, established in association with Canaccord Genuity and supported by Cabinet Office and a range of City patrons.
The Authorised Distributors are:
Alastair Graham, Director of Golden Lane Housing, commented:
“We are delighted to be the first bond to be issued via the newly created Retail Charity Bonds platform. The Bond will enable Golden Lane Housing to invest in much-needed housing for the people with a learning disability that are currently living in housing that does not meet their needs, in the wake of a nationwide housing shortage. The houses and bungalows purchased from the proceeds of the Bond will provide a positive and lasting legacy for people as well as future generations with a learning disability.”
Tim Jones, Chief Executive of Allia, added:
“The Golden Lane Housing Retail Charity Bond exemplifies why we created the Retail Charity Bonds platform; to provide access to affordable debt finance for charities, and fixed income social investment opportunities for investors that create tangible social benefit.”
Adrian Bell, Head of Debt Markets UK, Canaccord Genuity said:
“This is the result of an enormous amount of work and effort, provided pro-bono, from a wide range of highly respected City firms to open up the retail investor market for Charities and access medium term debt finance at affordable rates.”
For further information, please see GLH’s website: www.glh.org.uk/bond
For enquiries please contact:
Tel: +44 (0)20 7861 3232
Tel: +44 (0)20 7523 8000
Golden Lane Housing is a national housing charity that provides supported living housing for people with a learning disability. Established by Mencap in 1998, Golden Lane Housing houses over 1,320 people throughout England and Wales.
Retail Charity Bonds PLC is the Issuer under an issuance facility enabling charities to raise medium term debt through bonds listed on the London Stock Exchange and traded on the Order book for Retail Bonds. It is an initiative of the social investment charity Allia, and established in association with Canaccord Genuity.
Retail Charity Bonds PLC is a public limited company; it was established as an issuing vehicle but is not itself a charity. It is governed by an independent and experienced board of directors from the financial and charity sectors who are acting on a pro-bono basis.
The platform is also supported by a range of patrons, including Cabinet Office, Allen & Overy, Bank of New York Mellon, Bell Pottinger, Berwin Leighton Paisner, Big Society Capital, Ecclesiastical Investment Management, Linklaters, London Stock Exchange, Prudential Trustee Company Limited, Rathbones and Threadneedle Investments.
This announcement is an advertisement and is not a prospectus for the purposes of EU Directive 2003/71/EC, as amended, and/or Part VI of the Financial Services and Markets Act 2000 (the “FSMA“). A prospectus dated 26 June 2014 (the “Prospectus“) has been prepared and made available to the public as required by Part VI of the FSMA. Investors should not subscribe for any bonds referred to in this announcement except on the basis of information in the Prospectus. Full information on Retail Charity Bonds PLC and the offer of the bonds is only available on the basis of the combination of the Prospectus and this announcement which have been published by Retail Charity Bonds PLC on the Regulatory News Service operated by the London Stock Exchange.
The restriction on financial promotions contained in section 21(1) of the Financial Services and Markets Act 2000 does not apply to this announcement by virtue of article 70(1A) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended.
The offering and the distribution of this announcement and other information in connection with the offer in certain jurisdictions may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
This announcement does not constitute or form part of any offer or invitation to sell, or any solicitation of any offer to purchase any Bonds. Any purchase of Bonds pursuant to the offer should only be made on the basis of the information contained in the Prospectus. The Prospectus is available at the website of Retail Charity Bonds PLC and Golden Lane Housing Limited as above and the website of the London Stock Exchange plc (www.londonstockexchange.com/newissues).
The Bonds have not been and will not be registered under the United States Securities Act of 1933 (as amended) (the “Securities Act“) and, subject to certain exceptions, may not be offered or sold within the United States or to United States persons. The Bonds are being offered and sold outside of the United States in reliance on Regulation S of the Securities Act.