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Gcp Student Living THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt about the action you should take, you are recommended to seek your own financial advice immediately from an independent financial adviser who is authorised under the Financial Services and Markets Act 2000 (as amended) (“FSMA”) if you are in the United Kingdom, or from another appropriately authorised independent financial adviser if you are in a territory outside the United Kingdom. A copy of this document, which comprises a prospectus relating to GCP Student Living plc (the “Company”) prepared in accordance with the Prospectus Rules of the Financial Conduct Authority made under Section 84 of FSMA, has been delivered to the Financial Conduct Authority in accordance with Rule 3.2 of the Prospectus Rules. This document also constitutes a Listing Document for the purposes of seeking admission of the Company to the Official List of the Channel Islands Stock Exchange (the “CISX”). Applications will be made to the London Stock Exchange and the CISX for all of the Shares to be admitted to trading on the London Stock AIII 6.1 Exchange (Specialist Fund Market) and on the CISX and for all such Shares to be listed on the Official List of the CISX. It is expected that Admission will become effective and that dealings in the Shares will commence on 20 May 2013. This document includes particulars given in compliance with the listing rules of the CISX for the purpose of giving information with regard to AI 1.1, 1.2, the Company. The Company and each of the Directors, whose names appear on page 30 of this document, accept responsibility for the information AIII 1.1, contained in this document. To the best of the knowledge and belief of the Company and the Directors (who have taken all reasonable care to 1.2 ensure that such is the case), the information contained in this document is in accordance with the facts and does not omit anything likely to affect the import of such information. Prospective investors should read the entire document and, in particular, the section headed “Risk Factors” beginning on page 13 when considering an investment in the Company. GCP STUDENT LIVING PLC (Incorporated in England and Wales with registered number 8420243 and registered as AI 5.1.1, an investment company under Section 833 of the Companies Act) AI 5.1.2, 5.1.4 Placing and Offer for Subscription for a target issue in excess of AIII 4.4, 5.1.2, 50 million Shares at 100 pence per Share 5.3.1 Investment Manager Gravis Capital Partners LLP Asset Manager Scape Student Living Limited Financial Adviser and Placing Agent Cenkos Securities plc Cenkos Securities plc (“Cenkos”), which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting for the Company and for no-one else in connection with the Issue and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Cenkos, nor for providing advice in connection with the Issue. Cenkos is not responsible for the contents of this document. This does not limit or exclude any responsibilities which Cenkos may have under FSMA or the regulatory regime established thereunder. The Offer for Subscription will remain open until 1.00 p.m. on 10 May 2013 and the Placing will remain open until 3.00 p.m. on 10 May 2013. AIII 5.1.3 Persons wishing to participate in the Offer for Subscription should complete the Application Form set out in the Appendix to this document. To be valid, Application Forms must be completed and returned with the appropriate remittance, by post or by hand (during business hours only), to the Receiving Agent, Capita Registrars, Corporate Actions, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU so as to be received no later than 1.00 p.m. on 10 May 2013. Neither the admission of the Shares to the Official List of the CISX nor the approval of this document pursuant to the listing requirements of the CISX shall constitute listing and trading or a warranty or representation by the CISX as to the competence of the service providers to or any other party in connection with the Company, the adequacy and accuracy of the information contained in this document or the suitability of the issuer for investment or for any purpose. The CISX has been recognised by HMRC under Section 841 of the Income and Corporation Tax Act 1988 and the Financial Conduct Authority has approved the CISX as a Designated Investment Exchange within the meaning of FSMA. The Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) or with any securities or regulatory authority of any state or other jurisdiction of the United States and the Shares may not be offered, sold, exercised, resold, transferred or delivered, directly or indirectly, within the United States or to, or for the account or benefit of, U.S. Persons (as defined in Regulation S under the U.S. Securities Act). There will be no public offer of the Shares in the United States. The Shares are being offered or sold only outside the United States to non U.S. Persons in offshore transactions in reliance on the exemption from the registration requirements of the U.S. Securities Act provided by Regulation S thereunder. The Company has not been and will not be registered under the U.S. Investment Company Act of 1940, as amended (the “U.S. Investment Company Act”) and investors will not be entitled to the benefits of the U.S. Investment Company Act. This document should not be distributed into the United States or to U.S. Persons. This document does not constitute an offer to sell, or the solicitation of an offer to acquire or subscribe for, Shares in any jurisdiction where such offer or solicitation is unlawful or would impose any unfulfilled registration, qualification, publication or approval requirements on the Company or Cenkos. The offer and sale of Shares has not been and will not be registered under the applicable securities law of Canada, Japan, Australia or the Republic of South Africa. Subject to certain exemptions, the Shares may not be offered to or sold within Canada, Japan, Australia or the Republic of South Africa or to any national, resident or citizen of Canada, Japan, Australia or the Republic of South Africa. Dated: 12 April 2013. CONTENTS Page SUMMARY 3 RISK FACTORS 13 IMPORTANT INFORMATION 25 VOLUNTARY COMPLIANCE WITH THE LISTING RULES OF THE UKLA 27 EXPECTED TIMETABLE 29 ISSUE STATISTICS 29 DEALING CODES 29 DIRECTORS, MANAGEMENT AND ADVISERS 30 PART 1 – INFORMATION ON THE COMPANY 32 PART 2 – BACKGROUND TO UK STUDENT ACCOMMODATION AND ASSOCIATED INVESTMENT OPPORTUNITIES 43 PART 3 – DIRECTORS, MANAGEMENT AND ADMINISTRATION 53 PART 4 – THE ISSUE 60 PART 5 – VALUATION REPORT 63 PART 6 – ILLUSTRATIVE RETURN STATISTICS 70 PART 7 – REIT STATUS AND TAXATION 72 PART 8 – GENERAL INFORMATION 89 PART 9 – DEFINITIONS AND GLOSSARY 115 PART 10 – TERMS AND CONDITIONS OF APPLICATION UNDER THE OFFER FOR SUBSCRIPTION 123 APPENDIX – APPLICATION FORM 133 2 SUMMARY Summaries are made up of disclosure requirements known as “Elements”. These Elements are numbered in Sections A—E (A.1—E.7). This summary contains all the Elements required to be included in a summary for this type of security and issuer. Some Elements are not required to be addressed which means there may be gaps in the numbering sequence of the Elements. Even though an Element may be required to be inserted into the summary because of the type of security and issuer, it is possible that no relevant information can be given regarding the Element. In this case a short description of the Element is included in the summary with the mention of “not applicable”. Section A – Introduction and warnings Element Disclosure Requirement Disclosure A.1. Warning This summary should be read as an introduction to this document. Any decision to invest in Shares should be based on consideration of the document as a whole by the investor. Where a claim relating to the information contained in this document is brought before a court, the plaintiff investor might, under the national legislation of the Member States, have to bear the costs of translating this document before the legal proceedings are initiated. Civil liability attaches only to those persons who have tabled the summary including any translation thereof, but only if the summary is misleading, inaccurate or inconsistent when read together with the other parts of this document or it does not provide, when read together with the other parts of this document, key information in order to aid investors when considering whether to invest in such securities. A.2Subsequent resale or Not applicable, the Company is not engaging any financial final placement of intermediaries for any resale or final placement of securities after securities through publication of this document. financial intermediaries Section B – Issuer Element Disclosure Requirement Disclosure B.1. Legal and commercial GCP Student Living plc. name B.2. Domicile and legal form The Company was incorporated in England and Wales on 26 February 2013 with registered number 8420243 as a public company limited by shares under the Companies Act. The principal legislation under which the Company operates is the Companies Act. B.5. Group description Not applicable. The Company is not part of a group. B.6. Major shareholders As at the Latest Practicable Date, insofar as is known to the Company, there are no parties who have a notifiable interest under English law in the Company’s capital or voting rights.
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