TIDMGFIR
RNS Number : 8205R
Global Fixed Income Realisation Ltd
26 September 2017
26 September 2017
GLOBAL FIXED INCOME REALISATION LIMITED
(a closed-ended investment company incorporated in Guernsey with
registration number 45717)
TENDER OFFER
Further to the announcement of 18 September 2017, Global Fixed
Income Realisation Limited (the "Company") announces that following
receipt of realisation proceeds from investments, and having regard
to working capital requirements and the requirements of the
Guernsey law solvency regime, the Company is now in a position to
implement a tender offer (the "Tender Offer") for shares in the
Company ("Shares") for aggregate gross consideration of up to GBP
3,700,000 (the "Aggregate Gross Consideration").
The Company is yet to receive from 3D Propco Limited ("3DPC")
details of the recent sale of its underlying asset, the Bintan
Lagoon Resort ("BLR") in Indonesia, and in particular what the
proceeds of sale of the BLR were and whether any additional
distributions to 3DPC holders are expected. The Company reserves
the right to increase the Aggregate Gross Consideration in the
event that it receives any additional distributions from 3DPC prior
to completion of the Tender Offer.
A circular (the "Circular") will be posted as soon as
practicable to the Company's registered shareholders setting out
the detailed terms and conditions of the Tender Offer and giving
Shareholders the opportunity to tender their Shares for purchase
for cash by means of the Tender Offer. The key elements of the
Tender Offer are:
- Tendering Shareholders will bear the costs of the Tender Offer
through the application of a discount to NAV of 0.5% of the
Aggregate Gross Consideration (the "Tender Discount");
- The Tender Price will be GBP0.380488 per Share, which is
calculated based on the unaudited NAV per Share as at 30 June 2017
less the Tender Discount;
- The maximum aggregate number of Shares the subject of the Tender Offer (subject to additional distributions from 3DPC mentioned above) will be 9,724,353, being the Aggregate Gross Consideration divided by the Tender Price, rounded down to the nearest whole number of Shares (the "Maximum Tender");
- Each Shareholder shall be entitled to have Numis repurchase a
number of Shares that is equal to 26.959421% of its holding of
Shares (the "Basic Entitlement"). This percentage is the same as
the percentage which the Maximum Tender represents to the entire
issued share capital of the Company (rounded down to the nearest
whole number of Shares);
- Shareholders who validly tender a number of Shares that is
less than or equal to their Basic Entitlement will have their
tenders satisfied in full (subject to the Tender Offer not having
lapsed or been terminated);
- Shareholders who validly tender a number of Shares that is
higher than their Basic Entitlement will (subject to the Tender
Offer not having lapsed or been terminated) have their tenders
satisfied only to the extent that other Shareholders do not take up
their Basic Entitlement;
- All successfully tendered Shares will be purchased on-market
by Numis at the Tender Price. The Company shall, in turn, acquire
those Shares from Numis, in accordance with the terms of the
Repurchase Agreement for cancellation.
Shareholder approval is not required for the Tender Offer as the
Company received authority at its AGM to repurchase the entire
issued Share capital of the Company (less one share) through one or
more tender offers.
Before taking any decision in relation to the Tender Offer,
Shareholders are advised to read the Circular in it entirety and
specifically the section entitled Risk Factors in relation to the
Tender Offer.
The expected timetable for the Tender Offer is:
Latest time and date for 6.00 p.m. on 13 Oct
receiving Tender Forms and 2017
TTE Instructions
Tender Record Date close of business
on 13 Oct 2017
Tender Purchase Date and 16 Oct 2017
announcement of result of
Tender
Despatch of cheques for Tender 20 Oct 2017 (or as
Offer consideration in respect soon as practicable
of certificated shares sold thereafter)
under the Tender Offer
Despatch of any balance certificates 20 Oct 2017 (or as
in respect of any unsold soon as practicable
certificated Shares thereafter)
Each of the times and dates in the above expected timetable may
be extended or brought forward without further notice. If any of
the above times and/or dates change materially, the revised time(s)
and/or date(s) will be notified to Shareholders by an announcement
through a RIS. All references are to London times unless otherwise
stated.
Enquiries
Numis Securities Limited
Nathan Brown, Corporate Broking and Advisory
Tel. +44 (0) 20 7260 1426
Email: n.brown@numis.com
Praxis Fund Services Limited
Tel. +44 (0)1481 737 600
Important Information
The information in this announcement should be read in
conjunction with the full text of the Circular. Capitalised terms
used in this announcement shall, unless the context otherwise
requires, bear the meaning given to them in the Circular.
This announcement and the information contained herein is not
for publication, release or distribution, directly or indirectly,
in or into the United States, Australia, Canada, Japan or South
Africa or any jurisdiction in which the same would be unlawful.
This announcement is for information purposes only and does not
constitute an invitation to tender shares or otherwise acquire or
dispose of securities in the Company in any jurisdiction.
Numis Securities Limited ("Numis"), which is authorised and
regulated in the United Kingdom by the Financial Conduct Authority,
is acting for the Company and is acting for no-one else in
connection with any tender offer declared by the Company and will
not be responsible to anyone other than the Company for providing
the protections afforded to its clients nor for providing advice in
relation to any tender offer by the Company or any other matter
referred to herein. To the fullest extent permitted by law
recipients agree that Numis shall not have any liability (direct or
indirect) for or in connection with this announcement or any
matters arising out of or in connection herewith. Numis has not
authorised the contents of, or any part of, this announcement.
This announcement has been issued through the Companies
Announcement Service of
the Irish Stock Exchange.
This information is provided by RNS
The company news service from the London Stock Exchange
END
ISEOKADNFBKKQCB
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