Auto Trader Group plc Offer Price set at 235 pence per Share

Auto Trader Group plc Offer Price set at 235 pence per Share

19 March 2015

Auto Trader Group plc

Announcement of Offer Price

Offer Price set at 235 pence


Following the announcement by Auto Trader Group plc ("Auto Trader", or the "Company") on 26 February 2015 of its intention to proceed with an initial public offering (the "IPO" or the "Offer"), the Company today announces the successful pricing of the Offer at 235 pence per Share (the "Offer Price"). Based on the Offer Price, the total market capitalisation of the Company will be £2,350 million at the commencement of conditional dealings.


Offer highlights

  • The Offer Price has been set at 235 pence per Share

  • The Company is raising approximately £437.0 million of net proceeds in the Offer, after deducting the underwriting costs and other fees and expenses of the Offer of £23.3 million

  • The Offer comprises 590,000,000 Shares, representing 59.0% of the Company's issued share capital on Admission (assuming no exercise of the Over-allotment Option)

  • The Company will use the net proceeds from the Offer, together with new bank facilities and existing cash to facilitate the repayment of all amounts outstanding under the Group's existing junior and senior debt facilities

  • The Selling Shareholders (comprising two entities wholly-owned by Apax Europe VII) will receive gross proceeds of approximately £926.2 million pursuant to the Offer

  • The Selling Shareholders have granted Deutsche Bank, as stabilising manager, the Over-allotment Option over up to 88,500,000 Shares, representing 15% of the Shares comprised in the Offer. If the Over-allotment Option were exercised in full, the incremental gross proceeds raised by the Selling Shareholders would be approximately £208.0 million


Admission and dealings

  • Conditional dealings in the Shares will commence on the London Stock Exchange at 8:00am on 19 March 2015 under the ticker AUTO (registered with ISIN number GB00BVYVFW23)

  • Admission to the premium segment of the Official List and to trading on the main market of the London Stock Exchange, and the commencement of unconditional dealings in the Shares on the London Stock Exchange, are expected to take place at 8:00am on 24 March 2015. All dealings in Shares prior to the commencement of unconditional dealings will be on a "when issued" basis and will be of no effect if Admission does not take place and such dealings will be at the sole risk of the parties concerned

  • At Admission, the Company will have 1,000,000,000 Shares in issue


Further information

  • The New Shares to be issued pursuant to the Offer will, following Admission, rank pari passu in all respects with each other and with the Existing Shares and will rank in full for all dividends and other distributions declared, made or paid in respect of the Shares after Admission

  • Subject to certain customary exceptions, a lock up period will be in place for the Company (180 days), the Directors and certain members of senior management  (360 days) and the Selling Shareholders (360 days) prohibiting the further sale of Shares without the prior written consent of the Joint Global Coordinators

  • Subject to satisfying the appropriate criteria, the Company may be eligible, following completion of the Offer, for inclusion in the FTSE UK Index Series at the quarterly review in June 2015

  • In relation to the Offer and Admission, BofA Merrill Lynch and Deutsche Bank are acting as Joint Global Coordinators and Joint Bookrunners (with Deutsche Bank acting as Sponsor), J.P. Morgan Cazenove and Morgan Stanley are acting as Joint Bookrunners and Numis Securities is acting as Lead Manager

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