TIDMGWI
RNS Number : 2347S
Globalworth Real Estate Inv Ltd
19 December 2016
NOT FOR DISTRIBUTION TO US NEWSWIRE SERVICES OR FOR PUBLICATION,
RELEASE OR DISSEMINATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN
PART, IN THE UNIED STATES, CANADA, AUSTRALIA, JAPAN OR ANY OTHER
JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. ANY FAILURE TO
COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF THE
SECURITIES LAWS OF SUCH JURISDICTIONS.
THE DISTRIBUTION OF THIS ANNOUNCEMENT IN OR INTO JURISDICTIONS
OTHER THAN THE UNITED KINGDOM MAY BE RESTRICTED BY LOCAL LAW AND
THEREFORE PERSONS INTO WHOSE POSSESSION THIS DOCUMENT COMES SHOULD
INFORM THEMSELVES ABOUT AND OBSERVE ANY SUCH RESTRICTIONS. ANY
FAILURE TO COMPLY WITH ANY SUCH RESTRICTIONS MAY CONTSTITUTE A
VIOLATION OF THE SECURITIES LAWS OR REGULATIONS OF SUCH
JURISDICTIONS.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
19 December 2016
Globalworth Real Estate Investments Limited ("Globalworth" or
the "Company")
Subscription update
Globalworth EGM Results
On 1 December 2016, the Board of Globalworth announced
("Announcement") it had agreed with Growthpoint Properties Limited
("GRT") and certain funds and/or accounts managed by Oak Hill
Advisors (Europe) LLP and its affiliates ("Oak Hill") the terms
upon which GRT (through its wholly owned subsidiary Growthpoint
Properties International Proprietary Limited) will conditionally
subscribe for 23,300,000 and Oak Hill will conditionally subscribe
for 1,700,000 Shares respectively (together the "Subscription
Shares") in each case at an amount of EUR8 per Subscription Share
to raise EUR200 million before expenses (the "Subscription").
The Subscription was conditional on: (i) the passing of the
required Globalworth shareholder resolutions (the "Resolutions");
(ii) approval from the Financial Surveillance Department of the
South African Reserve Bank ("SARB Approval"); and (iii) admission
of the Subscription Shares and the first tranche of the Fee Shares
to trading on AIM becoming effective in accordance with the AIM
Rules ("Admission").
Following the Company's announcement on 7 December 2016
confirming that SARB Approval has been received (the "SARB
Announcement"), the Board of Globalworth is pleased to announce
that at an Extraordinary General Meeting of Company shareholders
held earlier today the Resolutions were duly passed.
Details of the vote in respect of the Resolutions are set out
below:
Resolution For Against Withheld
------------------------- ----------- ------ ---------- ----- ---------
Number % Number % Number %
------------------------- ----------- ------ ---------- ----- ---------
1. SPECIAL RESOLUTION:
Approval of
Proposal 55,950,666 100 0 0 0 0
------------------------- ----------- ------ ---------- ----- ---------
2. SPECIAL RESOLUTION:
Adoption of
New Articles 53,429,505 95.49 2,521,161 4.51 0 0
------------------------- ----------- ------ ---------- ----- ---------
3. ORDINARY
RESOLUTION:
General authority
to issue Shares 54,532,538 97.47 1,418,128 2.53 0 0
------------------------- ----------- ------ ---------- ----- ---------
4. SPECIAL RESOLUTION:
Disapplication
of general pre-emption 54,532,538 97.47 1,418,128 2.53 0 0
------------------------- ----------- ------ ---------- ----- ---------
5. SPECIAL RESOLUTION:
Disapplication
of pre-emption
in respect of
the Subscription
and the Fee
Shares 55,950,666 100 0 0 0 0
------------------------- ----------- ------ ---------- ----- ---------
The Company currently expects all remaining conditions to be
satisfied and the Subscription to become unconditional by 20
December 2016.
Terms which are not otherwise defined in this announcement have
the meanings given to them in the Announcement.
A full copy of the Announcement, the Circular, the SARB
Announcement and this announcement can be found here:
www.globalworth.com/investor-relations/key-corporate-documents.aspx
Enquiries:
Globalworth Real Estate Investments Limited Tel: +40 37 2 800
000
Dimitris Raptis
Deutsche Bank AG, London Branch (Financial Adviser to
Globalworth) Tel: +44 20 7545 8000
James Maizels
Panmure Gordon (Nominated Adviser and Joint Broker to
Globalworth) Tel: +44 20 7886 2500
Andrew Potts
Cantor Fitzgerald Europe (Joint Broker to Globalworth) Tel: + 44
20 7894 7000
Rick Thompson
David Foreman
Milbourne (Public Relations adviser to Globalworth) Tel: + 44
07903 802545
Tim Draper
About Globalworth
Globalworth is a real estate investment company active in the
SEE and CEE regions with a prime focus on Romania. The Company is
internally managed by c.70 professionals and its portfolio
currently comprises 15 high quality real estate investments
currently valued at c. Euro 962.4 million, all located in
Romania.
IMPORTANT INFORMATION
The information contained within this announcement is deemed by
the Company to constitute inside information under the Market Abuse
Regulation (EU) No. 596/2014.
Deutsche Bank AG is authorised under German Banking Law
(competent authority: European Central Bank) and, in the United
Kingdom, by the Prudential Regulation Authority. It is subject to
supervision by the European Central Bank and by BaFin, Germany's
Federal Financial Supervisory Authority, and is subject to limited
regulation in the United Kingdom by the Prudential Regulation
Authority and Financial Conduct Authority. Details about the extent
of its authorisation and regulation by the Prudential Regulation
Authority, and regulation by the Financial Conduct Authority, are
available on request or from
www.db.com/en/content/eu_disclosures.htm.
Deutsche Bank AG, acting through its London branch ("DB"), is
acting as financial adviser to Globalworth and no other person in
connection with this announcement or its contents. DB will not be
responsible to any person other than Globalworth for providing any
of the protections afforded to clients of DB, nor for providing any
advice in relation to any matter referred to herein. Without
limiting a person's liability for fraud, neither DB nor any of its
subsidiary undertakings, branches or affiliates nor any of its or
their respective directors, officers, representatives, employees,
advisers or agents owes or accepts any duty, liability or
responsibility whatsoever (whether direct or indirect, whether in
contract, in tort, under statute or otherwise) to any person who is
not a client of DB in connection with this announcement, any
statement contained herein or otherwise.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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