TIDMEEP
RNS Number : 9788G
Eastern European Property Fund Ltd
07 March 2018
FOR IMMEDIATE RELEASE
7 March 2018
Eastern European Property Fund Limited
Proposed cancellation of admission to trading and notice of
Extraordinary General Meeting
The Board of Eastern European Property Fund Limited (AIM: EEP)
announces the Company's proposed cancellation from trading on AIM
(the "Cancellation").
As previously announced by the Company on 19 December 2017, the
Directors have concluded that it is in the best interests of the
Company and its Shareholders to cancel the admission of the
Ordinary Shares to trading on AIM.
The Company will shortly post to its shareholders a circular
(the "Circular") in connection with the Cancellation containing a
notice convening an extraordinary general meeting of the Company
(the "Extraordinary General Meeting") to be held at 11.00 a.m. on
29 March 2018 at 1st Floor, Royal Chambers, St Julian's Avenue, St
Peter Port, Guernsey, GY1 3JX.
Any shareholders wishing to discuss the Company's future with
the Chairman, the Management Team or with Liberum Capital, as the
Company's Nominated Adviser and Broker, are invited to contact
Liberum Capital in the first instance.
Subject to the Resolution being passed at the Extraordinary
General Meeting, the expected last day of dealings in Ordinary
Shares on AIM will be 9 April 2018 and the Cancellation will become
effective at 7.00 a.m. on 10 April 2018. Pursuant to Rule 41 of the
AIM Rules, the Company, through Liberum Capital, has notified the
London Stock Exchange of the proposed Cancellation.
The above summary should be read in conjunction with the full
text of this announcement and the Circular. Extracts from the
Circular, which sets out the background to and reasons for the
Company seeking Cancellation, are set out below and a copy of the
Circular will shortly be available on the Company's website
http://www.eepfl.com.
Defined terms used in this announcement have the meaning set out
at the end of this announcement and as in the Circular.
For further information:
Contacts
Elysium Fund Management Gillian Martin (Nominated
Limited Adviser)
1(st) Floor, Royal Henry Freeman
Chambers Liberum Capital
St Julian's Avenue Ropemaker Place,
St Peter Port Level 12
Guernsey 25 Ropemaker Street
GY1 3JX London
EC2Y 9LY
Tel: +44 1481 810100 Tel: +44 203 100
2000
E-mail: elysium@elysiumfundman.com E-mail: eepf@liberum.com
EEP website: www.eepfl.com Liberum website:
www.liberum.com
EXTRACTS FROM THE CIRCULAR
The following has been extracted without amendment from, and
should be read in conjunction with, the Circular to Shareholders
dated 7 March 2018, which will be available shortly from the
Company's website: http://www.eepfl.com.
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
2018
Publication and posting of this 7 March
document and Form of Proxy to Shareholders
Latest time and date for receipt 11.00 a.m. on
of completed Forms of Proxy in respect 27 March
of the Extraordinary General Meeting
Time and date of the Extraordinary 11.00 a.m. on
General Meeting 29 March
March Expected last day of dealings 9 April
in Ordinary Shares on AIM
Expected time and date of the Cancellation 7.00 a.m. on
10 April
Notes
(1) All of the times referred to in this document refer to
London times, unless otherwise stated. Each of the times and dates
in the above timetable is subject to change. If any of the above
times and/or dates change, the revised times and dates will be
notified to Shareholders by an announcement through a Regulatory
Information Service.
(2) The Cancellation requires the approval of not less than 75
per cent. of the votes cast by Shareholders at the Extraordinary
General Meeting.
LETTER FROM THE CHAIRMAN
7 March 2018
Dear Shareholder,
Proposed cancellation of admission of Ordinary Shares to trading
on AIM, restructuring of the management fee, reduction of the
administration fee and Notice of Extraordinary General Meeting
1. Introduction
The Company announced on 19 December 2017 that the Directors
have concluded that it is in the best interests of the Company and
its Shareholders to cancel the admission of the Ordinary Shares to
trading on AIM.
Pursuant to Rule 41 of the AIM Rules, the Cancellation is
conditional on the approval of not less than 75 per cent. of the
votes cast by Shareholders (whether present in person or by proxy)
at the Extraordinary General Meeting, notice of which is set out in
Part 2 of this document.
If the Resolution is passed at the Extraordinary General
Meeting, it is anticipated that the Cancellation will become
effective at 7.00 a.m. on 10 April 2018.
The purpose of this document is to seek Shareholders' approval
for the Resolution; to provide you with the information on the
background and reasons for the Cancellation; and to explain the
consequences of the Cancellation and why the Directors unanimously
consider the Cancellation and the associated proposals contained in
this document to be in the best interests of the Company and its
Shareholders as a whole.
2. Background to and reasons for the Cancellation
The Directors have conducted a review of the benefits and
drawbacks to the Company and its Shareholders of retaining its
quotation on AIM and believe that Cancellation is in the best
interests of the Company and its Shareholders as a whole. In
reaching this conclusion, the Directors have considered the
following key factors:
-- The current investment objective and policy of the Company is
to carry out an orderly realisation of its remaining assets,
distribute the net proceeds to Shareholders and then undertake a
voluntary winding-up of the Company. The Board remains committed to
achieving this objective. The Company has only two remaining
properties, which continue to be marketed for sale: Markiz Passage
in Istanbul and 24 George Washington Street in Sofia. The Manager,
the Property Manager and the Investment Advisers believe that as a
private company, negotiations with potential buyers will be more
discreet and should lead to more meaningful and attractive offers
as: (i) compliance with the Company's public company disclosure
requirements around realisation and strategy; and (ii) the
divergence between the market value of the Ordinary Shares and the
net asset value of the Company, will no longer be factors in
negotiating asset disposals. An update on the properties, the
market conditions and the sales process is set out in paragraph 3
below.
-- The considerable cost, management time and the legal and
regulatory burden associated with maintaining the Company's
admission to trading on AIM are, in the Directors' opinion,
disproportionate to the benefits to the Company and to the
maximisation of Shareholder value. The Directors are cognisant of
the level of the Company's operating costs relative to the progress
being made with regard to asset disposals. In addition to seeking
the Cancellation, which will deliver direct cost savings for the
Company from there being no further obligation to pay London Stock
Exchange or nominated adviser fees, the following proposals are
expected to lead to additional cost savings and/or working capital
improvements:
(i) the restructuring of the management fee and the reduction of
the administration fee payable by the Company, including the
deferral of most of the management fee until after the sale of the
Markiz Passage so as to be paid on a realisation basis;
(ii) a change to the composition of the Board and the deferral
of a portion of the Directors' fees until after the sale of the
Markiz Passage; and
(iii) the Company's intention that following the Cancellation it
will no longer produce and publish half- yearly reports and
financial statements.
The Manager estimates that the annual cost savings and working
capital improvements following the Cancellation and the other
changes outlined above will amount to, in aggregate, approximately
GBP285,000. As a result of the cost savings that will result
following the Cancellation, the Company is expected to maintain
sufficient working capital for a longer period of time in which to
seek potential buyers and negotiate sales of the assets at prices
which would seek to maximise value for Shareholders.
Further details of the restructuring of the management fee, the
reduction of the administration fee and change to the composition
of the Board and to the remuneration of the Directors following the
Cancellation are set out in paragraphs 6 and 7 below.
3. Update on the properties, the market conditions and sales process
At the date of this document, the Company owns two properties,
located in Istanbul, Turkey and in Sofia, Bulgaria. According to
the Company's most recent published half-yearly report and
financial statements for the six month period ended 30 June 2017,
the Company's freehold investment properties in Turkey and Bulgaria
had a combined valuation of GBP12.2 million.
Markiz Passage, Istiklal Street, Beyoglu, Istanbul, Turkey
The Markiz Passage is a historical property first constructed in
the 1840s comprising 5,500 square metres of floor space with vacant
possession, located on a corner of Istiklal Street, a prime
shopping street in Beyoglu in central Istanbul. The Company
acquired the property in 2006 through a wholly owned purpose-formed
subsidiary incorporated in Turkey.
Since acquisition, various strategies have been implemented by
the Property Manager and the Investment Adviser (Turkey) in an
endeavour to realise value from the Markiz Passage. Although the
strategies elicited many expressions of interest from buyers and
brokers, to date, no acceptable cash offer for the property or the
Company's Turkish subsidiary has been received. For a number of
years, the sales process has been negatively affected by poor
investor sentiment resulting from the civil war in Syria, which
shares an 822 kilometre land border with Turkey; the subsequent
influx into Turkey of refugees from Syria; recent terrorist attacks
in Istanbul beginning in 2015; and the attempted military coup in
2016 which resulted in the ongoing state of emergency.
Once peace gradually returns and the unrest in Syria and Turkey
diminishes, the Property Manager and the Investment Adviser
(Turkey) expect that the demand for prime real estate in Istanbul
will increase. Recent improvements to local infrastructure continue
to be made in the area around the Markiz Passage. The Property
Manager and the Investment Adviser (Turkey) expect these factors
will gradually enhance the attraction of the Markiz Passage to
potential buyers.
Besides a sale of the Markiz Passage or the Turkish subsidiary,
the Property Manager and the Investment Adviser (Turkey) are also
seeking an anchor tenant for the property which, if implemented,
would require certain capital works to be completed, most or all at
the cost of the Company. Income from an anchor tenant could
facilitate a sale of the asset.
George Washington Street, Sofia, Bulgaria
The property owned by the Company located on George Washington
Street in Sofia, is a redevelopment completed in 2008. The property
comprises 3,685 square metres of leasable floor space plus 566
square metres of parking, located adjacent to the city centre and
very close to the central station on the Sofia Metro, Serdica. The
building provides primarily office space accommodation and features
a climate-controlled atrium together with six individual roof
gardens.
Since acquisition, the Property Manager and the Investment
Adviser (Bulgaria) have sought to realise value from the property.
However, months after the building was completed and while
occupancy was rising, investor sentiment in real estate in Sofia
turned sharply negative, caused principally by the economic
downturn following the 2008-9 international financial crisis.
Although property prices and liquidity in Sofia stagnated during
the prolonged political and economic hiatus that ensued, a
significant portion of the property was successfully re-leased to
one of the country's leading banks. With limited availability of
finance for investors to acquire real estate, few serious
expressions of interest were received to purchase the property
until 2017.
The main commercial real estate agents in Sofia have recently
reported to the Property Manager and the Investment Adviser
(Bulgaria) a significant improvement in the local rental market and
they are confident about the prospects to re-let and/or achieve a
sale of the asset after the bank terminates its lease in March
2018. A revised non-binding indicative offer has recently been
received for the purchase of the property on terms broadly
acceptable to the Company. Although there is no assurance that a
sale of the asset will result from this or other future potential
offers, the Property Manager and the Investment Adviser (Bulgaria)
are optimistic that a sale of the asset will materialise during
2018.
4. Principal effects of the Cancellation
The Directors are aware that certain Shareholders may be unable
or unwilling to hold Ordinary Shares following the Cancellation.
Such Shareholders should consider selling their interests in the
market prior to the Cancellation.
The principal effects of the Cancellation include:
-- There will be no formal market mechanism enabling the
Shareholders to trade Ordinary Shares and, other than the proposed
Matched Bargain Facility referred to in paragraph 5 below, no other
recognised market or trading facility is intended to be put in
place to facilitate the trading of the Ordinary Shares.
-- While the Ordinary Shares will remain freely transferrable,
it is likely that the liquidity and marketability of the Ordinary
Shares will, in the future, be significantly reduced and the
secondary market value of the Ordinary Shares may be adversely
affected as a consequence.
-- In the absence of a formal market and quote, it will be more
difficult for Shareholders to determine the market value of their
investment in the Company at any given time. There is no guarantee
that: Shareholders will be able to realise their investment prior
to the winding-up of the Company; of the future value of the
Company's remaining assets; or of the price at which Ordinary
Shares may be bought or sold. The price at which Ordinary Shares
may be bought or sold in future pursuant to the Matched Bargain
Facility will not be made public.
-- The regulatory and financial reporting regime applicable to
companies whose shares are admitted to trading on AIM will no
longer apply to the Company. Shareholders will no longer be
afforded the protections given by the AIM Rules and the Market
Abuse Regulation, such as the requirement to be notified of certain
events, or to vote on certain substantial transactions. In
particular, the Company will not be bound to make any public
announcements of material events, or to announce financial results,
although, following the Cancellation, the Company will continue to
maintain its website, through which it will make available its
annual financial statements and certain other information.
-- In order to increase the cost saving of becoming a private
company, following the Cancellation, the Company will no longer
produce and publish half-yearly reports and financial statements.
Shareholders should be aware that in voting in favour of the
Resolution they will also, in effect, be voting in favour of this
policy.
-- The levels of transparency and corporate governance will not
be equivalent to those for a company quoted on AIM.
-- The Company will cease to have an independent nominated adviser and broker.
-- Whilst the Company's CREST facility will remain in place
immediately following the Cancellation, the Company's CREST
facility may, if the Board so determines, be cancelled in the
future in order to save the associated costs. Although under such
circumstances the Ordinary Shares will remain transferable, they
will cease to be transferable through CREST. In this instance,
Shareholders who hold Ordinary Shares in CREST will receive share
certificates.
-- The Cancellation may have taxation consequences for
Shareholders. Shareholders who are in any doubt about their tax
position should consult their own professional independent tax
adviser.
The above considerations are not exhaustive and Shareholders
should seek their own independent advice when assessing the likely
impact of the Cancellation on them.
If Shareholders wish to buy or sell Ordinary Shares on AIM they
must do so prior to the Cancellation. If Shareholders approve the
Cancellation, it is anticipated that the last day of dealings in
the Ordinary Shares on AIM will be 9 April 2018 and that the
effective date of the Cancellation will be 10 April 2018. The Board
is not making any recommendation as to whether or not Shareholders
should buy or sell their Ordinary Shares.
5. Transaction in the Ordinary Shares following the Cancellation
The Board is aware that following the Cancellation, it will be
more difficult for Shareholders to buy and sell Ordinary
Shares.
Elysium will make arrangements to provide a Matched Bargain
Facility, to assist Shareholders to trade in the Ordinary Shares,
to be put in place following the Cancellation. Under the Matched
Bargain Facility, Shareholders wishing to acquire or dispose of
Ordinary Shares will be able to leave an indication with Elysium,
through their stockbroker (Elysium is unable to deal directly with
members of the public), of the number of Ordinary Shares that they
are prepared to buy or sell at an agreed price. In the event that
sell and buy instructions can be matched, Elysium will contact both
parties (via their stockbrokers) and then effect the bargain. In
the event that the Cancellation becomes effective, details of the
Matched Bargain Facility will be made available to Shareholders on
the Company's website www.eepfl.com. Where necessary in order to
comply with Guernsey regulatory requirements, Elysium will conduct
anti-money laundering checks, in respect of which an administration
charge will be levied by Elysium on the buyer and/or seller as
appropriate (in either case via their stockbroker).
Shareholders should note that there can be no guarantee that
orders for the disposal or acquisition of Ordinary Shares will be
capable of being matched using the Matched Bargain Facility which
will be provided at the sole discretion of Elysium. The Board is
not making any recommendation as to whether or not Shareholders
should buy or sell their Ordinary Shares and the Company will not
act as an intermediary in relation to the provision of the Matched
Bargain Facility. If Shareholders wish to buy or sell Ordinary
Shares on AIM they must do so prior to the Cancellation.
6. Board composition, Directors' fees and corporate governance following Cancellation
In the event that the Resolution is passed and the Cancellation
becomes effective, Hugh Ward has indicated his intention to resign
from the Board. The remaining Directors, Martin Adams and Carol
Goodwin, have, conditional on the Cancellation, agreed to defer 50
per cent. of their annual remuneration to improve the working
capital position of the Company and to better align their interests
with those of Shareholders. Any deferred remuneration will be paid
on a return of cash (by way of dividend or otherwise) to
Shareholders following completion of the sale of the Markiz
Passage.
Notwithstanding the Cancellation, Shareholders should note that
the Takeover Code will continue to apply to the Company following
the Cancellation for a period of 10 years from the Cancellation.
Although the Takeover Code will continue to apply to the Company,
certain Shareholders hold a significant percentage of the current
issued share capital and may seek to exert increased influence over
the Company.
Following the Cancellation, the Board will make annual financial
statements available to all Shareholders, and intends to maintain
the Company's website www.eepfl.com to provide information on
significant events and developments relating to the Company,
although there will be no obligation on the Company to include all
of the information required under AIM Rule 26 or to update the
website as required by the AIM Rules. The Board intends that access
to the website will, following the Cancellation, become password
protected.
Following Cancellation, the Company, being a Guernsey authorised
closed-ended investment company, will remain authorised by the GFSC
and will continue to comply with the Finance Sector Code on
Corporate Governance issued by the GFSC. The Board will maintain
appropriate corporate governance and oversight over the Company's
operations. The Company will also remain subject to the provisions
of its memorandum and articles of incorporation pursuant to which
Shareholder approval is required for certain matters.
7. Restructuring of the management fee and reduction of the administration fee
The Company has agreed with the Manager and the Administrator
respectively that, subject to and with effect from Cancellation,
the management fee shall be restructured and the administration fee
shall be reduced to improve the working capital position of the
Company.
Management fee
Under the Management Agreement, the Manager is currently
entitled to receive a management fee at the annual rate of 1.25 per
cent. of total assets, payable quarterly in advance. The Property
Manager and the Investment Advisers receive a proportion of this
fee. A performance fee may also be payable to the Manager on the
occurrence of certain events, including following a sale of
substantially all of the Company's assets. In order to improve the
working capital position of the Company, the Manager, the Property
Manager and the Investment Advisers have agreed to a reduction of
the annual management fee payable by 62.5 per cent., such that the
new management fee will be 0.47 per cent. per annum of total
assets. The Company has also agreed with the Manager that the
existing performance fee arrangements contained in the Management
Agreement will be waived.
In consideration for the reduction in the annual management fee,
and for the waiver of the existing performance fee arrangements,
the Company has instead agreed to remunerate the Manager on a
realisation basis by paying the Manager a percentage of the total
distribution (by way of dividend or otherwise) to Shareholders
following any asset sales (the "Realisation Fee").
The relevant percentage payable will depend on the time period
following the effective date of the Cancellation in which cash is
distributed to Shareholders (by way of dividend or otherwise)
following the sale of an asset, with an incentive to distribute
cash earlier and will be as follows:
-- Under 18 months following Cancellation, the amount of the
Realisation Fee shall be equal to the amount which is 6 per cent.
of the total distribution to Shareholders; or
-- Between 18 months and three years following Cancellation, the
Realisation Fee shall be equal to the amount which is 5 per cent.
of the total distribution to Shareholders; or
-- Later than three years following Cancellation, the
Realisation Fee shall be equal to the amount which is 4 per cent.
of the total distribution to Shareholders.
The restructuring of the management fee (which includes both the
reduction of the annual management fee and the introduction of the
new Realisation Fee) is intended to better align the interests of
the Manager, the Property Manager and the Investment Advisers with
those of Shareholders to realise the assets in a timely manner
whilst seeking to maximise value. All management fees payable to
the Property Manager and the Investment Advisers will remain
payable out of the fees paid to the Manager by the Company.
The restructuring of the management fee does not amend the
agreement the Company has with each of the Investment Advisers to
pay sales commissions upon the sale of assets. As disclosed in the
Company's half- yearly report and financial statements for the six
month period ended 30 June 2017, the Company has agreed:
-- If a third party agent is involved in the sale of the
property in Sofia, to pay an aggregate commission of 2 per cent. of
the sale proceeds, with 1.5 per cent. payable to the third party
agent and 0.5 per cent. to the Investment Adviser (Bulgaria). If
the sale of the property in Sofia is executed solely by the
Investment Adviser (Bulgaria), the commission payable will be 1.5
per cent. of the sale proceeds, payable to the Investment Adviser
(Bulgaria).
-- If a third party agent is involved in the sale of the
property in Istanbul, to pay an aggregate commission of 2 per cent.
of the sale proceeds, with 1.5 per cent. payable to the third party
agent and 0.5 per cent. to the Investment Adviser (Turkey). If the
sale of the property in Istanbul is executed solely by the
Investment Adviser (Turkey), the commission payable will be 1.5 per
cent. of the sale proceeds, payable to the Investment Adviser
(Turkey).
Administration fee
Under the Administration Agreement, the Administrator is
currently entitled to receive an administration fee at the annual
rate of 0.1 per cent. of gross assets, subject to a minimum annual
fee of GBP100,000. The Company has agreed with the Administrator
that the administration fee will be reduced such that the new
administration fee will be 0.1 per cent. per annum of gross assets,
subject to a minimum annual fee of GBP25,000 (being in effect a 75
per cent. reduction).
In the event that the Markiz Passage is sold within six months
of the effective date of Cancellation, the terms of the management
fee, performance fee and administration fee as at the date of this
document will be reinstated and the Manager and the Administrator
will be entitled to receive payment of any management fees,
performance fees and administration fees on the current basis
(adjusted to: (i) take account of any Realisation Fee that may have
already been paid; and (ii) include a catch-up payment of any
management fees and administration fees that would have been
payable to the Manager and the Administrator since the
Cancellation).
The Directors consider, having consulted with the Company's
Nominated Adviser, that the terms of the restructuring of the
management fee and the reduction of the administration fee are fair
and reasonable insofar as the Company's shareholders are
concerned.
8. Effect on the Company should the Cancellation not be approved
In the event that the Resolution is not passed and the
Cancellation is not approved, the Company's AIM quotation will be
maintained and it will be unable to deliver the annual cost savings
and working capital improvements referred to above. In addition,
the proposed restructuring of the management fee, the reduction of
the administration fee, the change in the Board composition and the
change in Directors' fees will not take effect. There is a risk
that, should the Cancellation not be approved, the Company may
exhaust its working capital before it is able to dispose of its
remaining assets.
9. Process for Cancellation
Under the AIM Rules, it is a requirement that the Cancellation
must be approved by not less than 75 per cent. of votes cast by
Shareholders at an Extraordinary General Meeting. Accordingly, the
Notice of Extraordinary General Meeting set out in Part 2 of this
document contains a special resolution to approve the
Cancellation.
Furthermore, Rule 41 of the AIM Rules requires any AIM company
that wishes the London Stock Exchange to cancel the admission of
its shares to trading on AIM to notify shareholders and to
separately inform the London Stock Exchange of its preferred
cancellation date at least 20 Business Days prior to such date.
Additionally, Cancellation will not take effect until at least 5
clear Business Days have passed following the passing of the
Resolution.
In accordance with AIM Rule 41, the Company (via its nominated
adviser) has notified the London Stock Exchange of the Company's
intention, conditional on the Resolution being passed at the
Extraordinary General Meeting, to cancel the Company's admission of
the Ordinary Shares to trading on AIM on 10 April 2018. If the
Resolution is passed, the Cancellation will become effective at
7.00 a.m. on 10 April 2018. After the Cancellation, Liberum Capital
Limited will cease to be the nominated adviser of the Company and
the Company will no longer be required to comply with the AIM
Rules.
10. Action to be taken
Enclosed with this document is a Form of Proxy for use at the
Extraordinary General Meeting. Whether or not you propose to attend
the Extraordinary General Meeting in person, you are requested to
complete and return the Form of Proxy to the Company's registered
office, 1st Floor, Royal Chambers, St Julian's Avenue, St Peter
Port, Guernsey GY1 3JX, in accordance with the instructions printed
thereon as soon as possible and, in any event, by no later than
11.00 a.m. on 27 March 2018. Completion and return of a Form of
Proxy will not preclude you from attending and voting at the
Extraordinary General Meeting in person if you so wish.
11. Recommendation
The Directors consider that the Cancellation and the annual cost
savings and working capital improvements resulting from the changes
described in this document are in the best interests of the Company
and its Shareholders as a whole and therefore unanimously recommend
that you vote in favour of the Resolution, as the Directors intend
to do in respect of their own beneficial holdings of Ordinary
Shares amounting, in aggregate, to 240,000 Ordinary Shares
(representing approximately 1.55 per cent. of the Ordinary Shares
in issue at the date of this document).
Yours faithfully,
Martin Adams
Chairman
DEFINITIONS
The following definitions apply throughout this document, unless
the context requires otherwise:
"Administration the agreement dated 15 March 2006, as amended, between the Company
Agreement" and the Administrator
"AIM" AIM, the market operated by the London Stock Exchange
"AIM Rules" the rules and guidance for companies whose shares
are admitted to trading on AIM entitled "AIM Rules for Companies"
published by the London Stock Exchange, as amended from time to
time
"Business Day" a day (excluding Saturday, Sunday and public
holidays in England) on which banks are generally open for business
in London for the transaction of normal banking business
"Cancellation" the cancellation of admission of the Ordinary
Shares to trading on AIM, conditional on the passing of the
Resolution and in accordance with Rule 41 of the AIM Rules
"Company" Eastern European Property Fund Limited, a company
incorporated in Guernsey with registered number 44424
"CREST" the relevant system (as defined in the CREST
Regulations) in respect of which Euroclear is the operator (as
defined in those regulations)
"CREST Regulations" the Uncertificated Securities Regulations
2001 (as amended from time to time) and such other regulations as
are applicable to CREST from time to time
"Directors" or "Board" the directors of the Company, whose names
are set out on page 5 of this document
"Extraordinary the Extraordinary General Meeting of the Company
convened for 11.00
General Meeting" a.m. on 29 March 2018 and any adjournment
thereof, notice of which is set out at the end of this document
"Form of Proxy" the form of proxy enclosed with this document
for use at the Extraordinary General Meeting or at any adjournment
thereof
"GFSC" Guernsey Financial Services Commission
"Investment Adviser Walnut Investments OOD
(Bulgaria)"
"Investment Adviser Pera Pera Yönetim ve Dani manlik Hizmetleri ve Tic Limited
(Turkey)"
"Investment Advisers" together the Investment Adviser (Bulgaria)
and the Investment Adviser (Turkey)
"London Stock London Stock Exchange plc
Exchange"
"Management the agreement dated 1 January 2011 between the Company, the Manager
Agreement" and the Property Manager
"Manager" or Elysium Fund Management Limited
"Administrator" or "Elysium"
"Market Abuse Regulation (EU) No. 596/2014 of the European Parliament and of the
Regulation" Council of 16 April 2014 on market abuse
"Matched Bargain the matched bargain trading facility to be put in place following the
Facility" Cancellation, conditional on the passing of the
Resolution, as described in paragraph 5 of Part 1 of this
document
"Notice of Extraordinary the notice of Extraordinary General
Meeting which is set out in Part 2 of
General Meeting" or this document
"Notice"
"Ordinary Shares" ordinary shares of one penny each in the
capital of the Company, and "Ordinary Share" means any one of
them
"Property Manager" CNC Property Fund Management Limited
"Realisation Fee" has the meaning given to it in paragraph 7 of
Part 1 of this document
"Regulatory Information has the meaning given to it in the AIM Rules
Service"
"Resolution" the resolution to be proposed at the Extraordinary
General Meeting in the form set out in the Notice of Extraordinary
General Meeting
"Shareholders" holders of Ordinary Shares from time to time and
"Shareholder" means any one of them
"Takeover Code" the City Code on Takeovers and Mergers
"United Kingdom" the United Kingdom of Great Britain and Northern Ireland
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCLLFFLVVIDIIT
(END) Dow Jones Newswires
March 07, 2018 07:00 ET (12:00 GMT)
Eastern European Property (LSE:EEP)
Historical Stock Chart
From Oct 2024 to Nov 2024
Eastern European Property (LSE:EEP)
Historical Stock Chart
From Nov 2023 to Nov 2024
