TIDMAA4
RNS Number : 9055Z
Amedeo Air Four Plus Limited
23 September 2020
23 September 2020
Amedeo Air Four Plus Limited (the "Company")
(Legal Entity Identifier: 21380056PDNOTWERG107)
COMPULSORY REDEMPTION OF SHARES
The Company advises that it will return to Shareholders an
aggregate amount of c.GBP98.5 million on 25 September 2020 (the
"Redemption Date") by way of a compulsory redemption (the
"Redemption") of part of the ordinary shares in the capital of the
Company ("Shares").
Pursuant to the Redemption, the Company will redeem one Share
for every three existing Shares of Shareholders on the register of
members as at close of business on 25 September 2020 (the
"Redemption Record Date"), resulting in the redemption of
approximately 214,083,333 Shares in aggregate. Consequently, the
Redemption will be effected at 46 pence per Share redeemed (the
"Redemption Price"). No fractions of Shares will be redeemed and
the number of Shares to be redeemed for each Shareholder will be
rounded down to the nearest whole number of Shares, as
appropriate.
Background
The Company announced in February the sale of two A380-800
aircraft to Etihad Airways PJSC realising aggregate net cash
proceeds of c.GBP131 million. Since then, the Board, together with
its advisers, have carefully considered the most appropriate use of
such net proceeds, having regard to the impacts of the COVID-19
pandemic.
Accordingly, the Board has determined it appropriate to return a
very large portion of the net proceeds through the Redemption while
retaining the balance of c.GBP30 million for the time being in
order to provide the Company with additional financial flexibility
as it continues to face a very challenging and uncertain
environment.
Dividend
The Board intends to declare an interim dividend in October 2020
of 1.15 pence per Share in issue at that time. A further
announcement in this regard will be issued in due course.
Furthermore, once there is greater clarity on the prospective
financial position of the Company and its subsidiaries which is
dependent on the long-term financial viability of its two aircraft
lessees, Emirates and Thai Airways, the Board will re-assess
whether continuous quarterly dividends can be resumed and, if so,
at what applicable rate per Share. In the event that the continuous
quarterly dividends are resumed, the Redemption will assist in
making the applicable rate of dividend per share attractive to new
and existing Shareholders by reducing the number of Shares in
issue.
Terms of the Redemption
All proceeds of the Redemption will be paid to Shareholders in
pounds Sterling using the existing mandate record held on file on
or around 9 October 2020 (the "Redemption Payment Date"). Where no
electronic payment details are held on file, payment will be made
by cheque posted to the address of the registered holder. Please
see the next paragraph should you wish to be paid electronically.
The amount to be applied in the partial redemption of Shares
comprises monies from the Company's existing cash balances.
Shareholders may elect to receive their Redemption proceeds by
electronic bank transfer by request sent to the Company's
Registrar, JTC Registrars Limited, PO Box 156, Dorey Court, Admiral
Park, St Peter Port, Guernsey GY1 4EU. Such requests should be sent
initially to registrars@jtcgroup.com and this will need to be
provided by Close of Business ("COB") 02 October 2020 in order for
the election to be effective. The requests must specify the full
bank account details of the account (which must be in the name of
the registered holder(s)) to which the Redemption proceeds are to
be paid. All bank payment charges will be for the account of the
payee.
The existing Shares will be disabled in CREST after close of
business on the Redemption Record Date and the existing ISIN number
GG00BWC53H48 (the "Old ISIN") will expire.
A new ISIN number GG00BKY41C61 (the "New ISIN"), in respect of
the remaining Shares which have not been redeemed, will be enabled
and available for transactions from 08:00 hours on 28 September
2020. CREST will automatically transform any open transactions as
at the Redemption Date into the New ISIN.
Shareholders should note that the Board retains absolute
discretion as to the execution, extent and timing of any further
returns of capital.
As at today's date, the Company has 642,250,000 Shares in issue,
none of which are held in treasury. The number of Shares to be
redeemed is approximately 214,083,333, representing approximately
33% of the Company's issued share capital.
All Shares that are redeemed will be cancelled with effect from
the Redemption Date. Accordingly, once redeemed, such Shares will
be incapable of transfer.
Expected timetable:
Redemption Record Date 25 September 2020
Redemption Date and new ISIN 28 September 2020
enabled
-------------------------
Redemption Ex-date 28 September 2020 8:00am
-------------------------
Deadline for receipt of bank 02 October 2020 COB
mandates
-------------------------
Redemption Payment Date (on 09 October 2020
or around)
-------------------------
This announcement contains inside information for the purposes
of Article 7 of Regulation (EU) No 596/2014 on market abuse
(MAR).
J&E Davy (trading as "Davy") acted as Financial Advisor to
the Company in respect of the Redemption
For further information, please contact:
Administrative Enquiries:
JTC Fund Solutions (Guernsey) Limited
Tel: +44 (0) 1481 702400
The person arranging release of this announcement on behalf of
the Company is Ashley Senner of JTC Fund Solutions (Guernsey)
Limited.
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END
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September 23, 2020 08:21 ET (12:21 GMT)
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