PICTON PROPERTY INCOME LTD - Proposed Placing

PR Newswire

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT
FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, INTO THE UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND
POSSESSIONS, ANY OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA), AUSTRALIA,
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THAN THE UNITED KINGDOM) OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE,
PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

THIS ANNOUNCEMENT IS AN ADVERTISMENT AND NOT A PROSPECTUS. THIS ANNOUNCEMENT IS
FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE AN OFFER OR INVITATION TO
PURCHASE OR ACQUIRE ANY TRANSFERABLE SECURITIES (AS DEFINED IN SCHEDULE 11A OF
THE FINANCIAL SERVICES AND MARKETS ACT 2000), NOR SHALL IT FORM THE BASIS OF
ANY CONTRACT FOR THE SALE OF ANY INTEREST IN A TRANSFERABLE SECURITY OR A
SOLICITATION, INDUCEMENT, ADVICE OR RECOMMENDATION TO EFFECT ANY TRANSACTION OF
ANY KIND WHATSOEVER. POTENTIAL INVESTORS SHOULD READ THE RELEVANT PROSPECTUSES
CAREFULLY BEFORE ANY INVESTMENT DECISION IS MADE.

                        PICTON PROPERTY INCOME LIMITED

                          ("Picton" or the "Company")

                               PROPOSED PLACING



The Board of Directors of Picton (the ´´Board´´) announce a proposed placingof
new ordinary shares of no par value in the Company ("New Ordinary Shares")at a
price of 68.5 pence per New Ordinary Share (the "Placing Price") in accordance
with the terms and conditions of the Placing Programme established under the
prospectus issued on 1 May 2014, as amended(the "Placing").

Highlights

  * Proposal to issue in excess of14,598,540 New Ordinary Shares at 68.5 pence
    per New Ordinary Share to raise gross proceeds in excess of£10 million

  * Placing Price of 68.5 pence per New Ordinary Share which represents a
    premium of 3.8% to the 31 December 2014 EPRA NAV of 66.0 pence per share
    and a discount of 4.9% to the Closing Share Price of 72.0 pence per share
    as at 12March 2015

  * Approximately 95% of the net proceeds of the Placing are expected to be
    invested in property acquisitions with the remainder to be invested in
    opportunities within the existing portfolio

  * The net proceeds of the Placing are expected to be substantially invested,
    or committed, by 30 June 2015

  * The Placing represents the final tranche of New Ordinary Shares to be
    issued under the Placing Programme

Background

In May 2014, the Company initiated a Placing Programme and hassubsequently
raised gross proceeds of £67.0million through three capital raises in May 2014,
December 2014 and January 2015.

Most recently in 2015, the Companyhassuccessfully deployed £19.5 million of new
capitalin two new assets producing a combined net initial yield of 7.2%. In
addition, the Company is in advanced negotiations to acquire a further small
asset, adjacent to an existing holding.

The net proceeds from the Company´s recent placings have now been substantially
invested whilst the Company continues to see attractive opportunities in the
market.

Use of Proceeds

It is expected that approximately 95% of the net proceeds from this Placing
will be used for new property acquisitions, in accordance with the Company´s
investment policy, with the remainder to be utilised within the existing
portfolio.

The Board and Investment Manager are confident that, in the context of the deal
flow which the Company is seeing,the proceeds of the Placing will be
substantially invested, or committed, by 30 June 2015.

The Company´s investment of the net proceeds is expected to be income accretive
and to improve the income profile within the property portfolio, as well as
providing further asset and income diversification. Assets acquired will
continue to be made on an opportunistic basis with the Company seeking to
acquire assets with strong fundamentals that meet its investment criteria
whilst providing opportunities to enhance the income and/or capital position
through active management. Furthermore, the broad theme of continuing to
increase the average lot size within the Company´s portfolio will continue to
enhance economies of scale in terms of overall asset management.

Benefits of the Placing

The Board believes that the Placing will havethe following benefits to
Shareholders and the Company:

  * providing additional capital will enable the Company to take advantage of
    current and anticipated investment opportunities in the market and make
    further investments in the Company´s existing investment portfolio

  * the Placing proceeds, combined with the Company´s existing cash balance,
    will enable the Company to continue to secure assets within its target lot
    size range

  * the expected accretive yield on new investments shouldimprove the income
    profile within the property portfolio as well as providing further asset
    and income diversification

  * providing a larger equity base over which the fixed costs of the Company
    may be spread, thereby reducing the Company´s ongoing charge ratio. This
    has been demonstrated historically through the ongoing charges ratio which,
    as Net Assets have grown from£196 million on 31 March 2012 to£316 million
    on 31 December 2014, has seen a corresponding decreasefrom2.0% to 1.4%

  * strengthening the Company´s balance sheet will improve its position to
    access favourably priced debt financein the future. In addition, an
    increase in the asset base outside the existing security pools willincrease
    the Company´s optionality and flexibility in relation to future debt
    financing particularly ahead of the maturity of the ZDP Shares in October
    2016

  * the Placinghasthe capacity to further diversify the Shareholder register as
    well as potentiallyenhanceliquidity in the Ordinary Shares

Terms of the Placing

The Company is proposing to issue in excess of 14,598,540 New Ordinary Shares
at 68.5 pence per New Ordinary Share to raise gross proceeds in excess of£10
million. The Board has reserved the right, in consultation with J.P. Morgan
Cazenove and Stifel Nicolaus Europe Limited ("Stifel"), to increase the number
of New Ordinary Shares offered pursuant to the Placing up to a maximum of
61,168,162New Ordinary Shares representing the balance for which authority
remains to issue pursuant to the Placing Programme. Any such increase will be
announced via a Regulatory Information Service.

New Ordinary Shares can only be issued at a premium to the prevailing NAV at
the time of issue. The Placing is being made pursuant to the terms and
conditions of the Placing Programme set out in Appendix 3 of the Prospectus
published by the Company on 1 May 2014, as amended and updated by the
supplementary prospectuses published by the Company on, respectively, 14 July
2014, 4 August 2014, 29 October 2014, 21 November 2014, 21 January 2015 and 11
March 2015.

The Placing is expected to close at 1.00 pm (London time) on 18March 2015, but
may close earlier (or later) at the absolute discretion of the Company, in
consultation with J.P. Morgan Cazenove and Stifel who are acting as joint
sponsors and corporate brokers to the Company.

The Placing Price reflects a 4.9%discount to the closing price of 72.0 pence
per Ordinary Share on 12March 2015 and a 3.8%premium to the Company´s31
December 2014 EPRA Net Asset Value per Ordinary Share. Therefore, the Placing
will be accretive for existing Shareholders (net of fees and expenses
associated with the Placing).

The New Ordinary Shares will, when issued, be credited as fully paid and rank
pari passu with the existing Ordinary Shares of no par value in the capital of
the Company, including the right to receive all future dividends and
distributions declared, made or paid.

Participation in the Placing will be available only to persons falling within
Articles 49(2)(a) to (d) or 19(5) of the Financial Services and Markets Act
2000 (Financial Promotions) Order 2005. Such persons are invited to apply for
New Ordinary Shares by contacting their usual contact at Stifel and / or J.P.
Morgan Cazenove.

In the event that the number of New Ordinary Shares applied for under the
Placing exceeds 14,598,540shares, or such higher amount as determined by the
Board (as noted above), it would be necessary to scale back applications under
the Placing. In such event, New Ordinary Shares will be allocated at the
discretion of the Directors. The Directors will have regard to the applications
from existing Shareholders, with a view to ensuring, where reasonably possible,
that existing Shareholders are allocated such percentage of New Ordinary Shares
as is as close as possible to their existing percentage holding of Ordinary
Shares.

The Placing is not being underwritten.

Applications will be made to the FCA for admission of the New Ordinary Shares
to the premium segment of the Official List and to trading on the London Stock
Exchange´s main market for listed securities (´´Admission´´). It is expected
that Admission will become effective and that unconditional dealings in the New
Ordinary Shares will commence at 8.00 a.m. (London time) on or around 23 March
2015.

The New Ordinary Shares will be issued in registered form and may be held in
uncertificated form. The New Ordinary Shares allocated will be issued to
Placees through the CREST system unless otherwise stated. The New Ordinary
Shares will be eligible for settlement through CREST with effect from
Admission.

Nicholas Thompson, Chairmanof Picton, said:

"Since implementing the Placing Programme, we have shown a commitment to
deploying proceeds raised in an effective manner and within a sensible
timeframe. We remain confident of investing this final tranche on a selective
basis, into attractive opportunities that meet our investment objective."



Expected Timetable



Placing opens                                                     13 March 2015

Latest time and date for receipt of Placing           1.00 p.m. on18 March 2015
commitments

Announcement of the results of the Placing                        19 March 2015

Admission of the New ordinary Shares to the   8.00 a.m. on, or around, 23 March
Official List and to trading on the London                                 2015
Stock Exchange´s main market for listed
securities

Crediting of CREST stock accounts                                 23 March 2015

Share certificates dispatched (where          week commencing 30 March 2015 (or
appropriate)                                    as soon as possible thereafter)



The Placing may close earlier (or later) than indicated above at the absolute
discretion of the Company, in consultation with J.P. Morgan Cazenove and
Stifel. In such event, the Company will notify investors by the publication of
a notice through a Regulatory Information Service.



Dealing codes



Ticker                                                                     PCTN

ISIN for the New Ordinary Shares                                   GB00BOLCW208

SEDOL for the New Ordinary Shares                                       BOLCW20



Capitalised terms used but not defined in this announcement will have the same
meaning as set out in the prospectus published on 1 May 2014, as amended.
Copies of that prospectus and the supplementary prospectuses published,
respectively, on 14 July 2014, 4 August 2014, 29 October 2014, 21 November
2014, 21 January 2015 and11 March 2015 are available at www.hemscott.com/nsm.do
and on the Company´s website at www.pictonproperty.co.uk.



FOR FURTHER INFORMATION, PLEASE CONTACT:

Northern Trust International Fund                   Telephone: +44 1481 745 529

Administration Services (Guernsey)
Limited

David Sauvarin
The Company Secretary
Trafalgar Court
Les Banques
St Peter Port
Guernsey
GY1 3QL

Picton Capital Limited                              Telephone: +44 20 70119980
Michael Morris

J.P. Morgan Cazenove                                Telephone: +44 20 7742 4000
William Simmonds

Stifel Nicolaus Europe Limited                      Telephone: +44 20 7710 7600
Roger Clarke
Neil Winward

Tavistock                                           Telephone: +44 20 7920 3150
Jeremy Carey

Important Information



This Announcement has been issued by and is the sole responsibility of the
Company.



This Announcement is for information purposes only and does not constitute an
invitation to subscribe for or otherwise acquire or dispose of securities in
the Company in any jurisdiction. The information contained in this Announcement
is for background purposes only and does not purport to be full or complete. No
reliance may be placed for any purpose on the information contained in this
Announcement or its accuracy or completeness. This Announcement does not
constitute or form part of any offer to issue or sell, or any solicitation of
any offer to subscribe or purchase, any investments nor shall it (or the fact
of its distribution) form the basis of, or be relied on in connection with, any
contract therefor.



This Announcement is an advertisement and not a prospectus. This Announcement
does not constitute or form part of, and should not be construed as, any offer
for sale or subscription of, or solicitation of any offer to buy or subscribe
for, any shares in the Company or securities in any other entity, in any
jurisdiction, including the United States, nor shall it, or any part of it, or
the fact of its distribution, form the basis of, or be relied on in connection
with, any contract or investment decision whatsoever, in any jurisdiction. This
Announcement does not constitute a recommendation regarding any securities.



Any investment decision must be made exclusively on the basis of the prospectus
published by the Company and any supplement thereto in connection with the
admission of ordinary shares of the Company to the premium segment of the
Official List of the UK Listing Authority and to trading on the London Stock
Exchange´s main market for listed securities.



J.P. Morgan Cazenove which is authorised by the Prudential Regulation Authority
and regulated by the Prudential Regulation Authority and the Financial Conduct
Authority and Stifel Nicolaus Europe Limited which is authorised and regulated
in the United Kingdom by the Financial Conduct Authority (together, the "Joint
Sponsors"), are each acting exclusively for the Company and no-one else in
connection with the Placing or the matters referred to in this Announcement,
and will not regard any other person as their respective client in relation to
the Placing and will not be responsible to anyone other than the Company for
providing the protections afforded to their respective clients or for providing
advice in relation to thePlacing or any transaction or arrangement referred to
in this Announcement.



This Announcement is not for release, publication or distribution (directly or
indirectly) in or into the United States of America (including its territories
and possessions, any of the United States and the District of Columbia),
Canada, Australia, New Zealand, Japan, the Republic of South Africa, any member
states of the EEA (other than the United Kingdom) or to any "US person" as
defined in Regulation S under the United States Securities Act of 1933, as
amended (the "Securities Act") or into any other jurisdiction where applicable
laws prohibit its release, distribution or publication. The distribution of
this Announcement and the Initial Offers and Placing Programme Prospectus (as
amended) in certain jurisdictions may be restricted by law. No action has been
taken by the Company or the Joint Sponsors that would permit an offering of the
New Ordinary Shares or possession or distribution of this Announcement or any
other offering or publicity material relating to such shares in any
jurisdiction where action for that purpose is required. Persons into whose
possession this Announcement comes are required by the Company and the Joint
Sponsors to inform themselves about, and to observe, such restrictions.



The New Ordinary Shares have not been and will not be registered under the
Securities Act or with any securities regulatory authority of any state or
other jurisdiction of the United States and, subject to certain exceptions, may
not be offered or sold within the United States or to, or for the account or
benefit of, US Persons.  The Company will not be registered as an "investment
company" under the Investment Company Act of 1940, and investors will not be
entitled to the benefits of that Act.  In addition, relevant clearances have
not been, and will not be, obtained from the securities commission (or
equivalent) of any province of Australia, New Zealand, Canada, Japan, the
Republic of South Africa or any member state of the EEA (other than the United
Kingdom) and, accordingly, unless an exemption under any relevant legislation
or regulations is applicable, none of the New Ordinary Shares may be offered,
sold, transferred or delivered, directly or indirectly, in Australia, New
Zealand, Canada, Japan, the Republic of South Africa or any member state of the
EEA (other than the United Kingdom).



The New Ordinary Shares will be issued pursuant to the Placing Agreement dated
1 May 2014 between the Company, the Investment Manager, J.P. Morgan and Oriel
Securities Limited (which has subsequently been novated from Oriel Securities
Limited to Stifel Nicolaus Europe Limited, as detailed in the Supplementary
Prospectus published on 11 March 2015). Under the terms of the Placing
Agreement the Joint Sponsors have agreed to use their reasonable endeavours to
procure subscribers for the New Ordinary Shares issued under the Placing
Programme and in consideration for their services in this Placing, the Joint
Sponsors (i) will be paid a commission equal to 0.7 per cent of the Gross
Proceeds of the Placing and; (ii) may be paid a discretionary fee of 0.5 per
cent of the Gross Proceeds of the Placing. Further information on the Placing
Agreement is contained within the Prospectus published by the Company on 1 May
2014, as amended.

No representation or warranty express or implied, is or will be made as to, or
in relation to, and no responsibility or liability is or will be accepted by
the Company, Picton Capital Limited (the "Investment Manager"), the Joint
Sponsors or by any of their respective affiliates or agents as to or in
relation to, the accuracy or completeness of this Announcement or any other
written or oral information made available to or publicly available to any
interested party or its advisers, and any liability therefore is expressly
disclaimed. The Company, the Investment Manager, the Joint Sponsors and their
respective affiliates accordingly disclaim all and any liability whether
arising in tort, contract or otherwise which they might otherwise have in
respect of this Announcement or its contents or otherwise arising in connection
therewith.



Certain statements in this Announcement are forward-looking statements which
are based on the Company´s expectations, intentions and projections regarding
its future performance, anticipated events or trends and other matters that are
not historical facts. These statements are not guarantees of future performance
and are subject to known and unknown risks, uncertainties and other factors
that could cause actual results to differ materially from those expressed or
implied by such forward-looking statements. Given these risks and
uncertainties, prospective investors are cautioned not to place undue reliance
on forward-looking statements. Forward-looking statements speak only as of the
date of such statements and, except as required by applicable law, the Company
undertakes no obligation to update or revise publicly any forward-looking
statements, whether as a result of new information, future events or otherwise.
The information contained in this Announcement is subject to change without
notice and neither the Company nor the Joint Sponsors assume any responsibility
or obligation to update publicly or review any of the forward-looking
statements contained herein.



The expected timetable including the date of Admission may be influenced by a
range of circumstances, including market conditions. There is no guarantee that
Admission will occur and you should not base your financial decisions on the
Company´s intentions in relation to the Placing Programme and Admission.
Acquiring New Ordinary Shares to which this Announcement relates may expose an
investor to a significant risk of losing all of the amount invested. Persons
considering making such an investment should consult an authorised person
specialising in advising on such investments. This Announcement does not
constitute a recommendation concerning the Placing. The value of New Ordinary
Shares can decrease as well as increase. Potential investors should consult a
professional advisor as to the suitability of the Placing for the person
concerned. Past performance or information in this Announcement or any of the
documents relating to the Placing cannot be relied upon as a guide to future
performance.