AFI Properties Ltd.

AGM Information • Jan 24, 2018

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RNS Number : 7088C

Aseana Properties Limited

24 January 2018

Aseana Properties Limited

("Aseana" or the "Company")

Update on shareholder consultation process and publication of Shareholder Consultation Presentation

Aseana Properties Limited (LSE: ASPL), a property developer in Malaysia and Vietnam listed on the Main Market of the London Stock Exchange, announces, that further to the announcement made on 24 November 2017, it has today published a Shareholder's Consultation Presentation, a copy of which can be obtained from the Company's website at: http://www.aseanaproperties.com/corporatepresentation.htm. The presentation provides an update on the Company's progress in executing its divestment policy, and details the alternative proposals to the discontinuation resolution, on which the Board is seeking feedback from shareholders ahead of the 2018 AGM.

Introduction and Background

At an extraordinary general meeting held on 22 June 2015, shareholders voted in favour of the Board's proposals to amend the Company's investment policy to enable a realisation of the Company's assets in a controlled, orderly and timely manner, with the objective of achieving a balance between periodically returning cash to Shareholders and maximising the realisation value of the Company's investments. As part of that vote, the Company committed to dispose of all its assets by June 2018 and to propose an ordinary resolution for it to cease trading as presently constituted (the "Discontinuation Resolution") at its 2018 AGM ("2018 AGM"). If the Discontinuation Resolution is passed, the Board is required, within 4 months, to convene an EGM of the Company at which a special resolution shall be proposed requiring the Company to be re-organised, re-constructed or wound up voluntarily.

Whilst discussions continue to be held on the sale of most of the Company's remaining assets, the Directors do not expect that these discussions will be successfully concluded by June 2018. The Company therefore announced on 24 November 2017 that the Directors would consult with Shareholders to establish whether alternative proposals to the discontinuation resolution should also be put forward at the next AGM, in the interests of maximising value for Shareholders.

Progress since 2015 extraordinary general meeting

Since the extraordinary general meeting held on 22 June 2015, significant progress has been made by the Company in realising assets in an orderly manner and in paying down project debts. Highlights include:

·     disposal of assets generating gross proceeds of US$203 million;

·     borrowings have been reduced from US$204.6 million (as at 30 June 2015) to US$79.5 million (as at 30 September 2017). A further repayment of medium term notes of US$4.7 million was made in December 2017; and

·     the first capital distribution of US$10 million was made via a tender offer to buy back shares at NAV in January 2017.

In addition, the Company has made significant operational improvements at a number of assets which have driven increases in the NAV and RNAV of the remaining assets:

	NAV as at 31 Dec 2015 US$ million	NAV as at 30 Sept 2017 US$ million	RNAV as at 31 Dec 2015 US$ million	RNAV as at 30 Sept 2017 US$ million
The RuMa Hotel and Residences	20.79	30.9	32.71	44.83
Four Points by Sheraton Sandakan Hotel	14.65	28.93	16.45	32.31
Harbour Mall Sandakan	14.11	28.83	15.84	32.2
SENI Mont' Kiara	21.57	13.2	24.36	14.22
Seafront Resort and Residential Development, Kota Kinabalu, Sabah	9.4	9.57	12.61	12.83
City International Hospital	23.45	28.27	25.49	30.43
International Healthcare Park	-1.6	-4.2	17.43	12.79
Total	102.37	135.5	144.89	179.61

Expectations for the remaining realisation of assets

The Company expects to make significant progress selling assets by the end of Q2 2018, and expects all remaining assets to have been sold by 31 December 2020. The expected schedule of disposals is as follows:

	Expected disposal date
The RuMa Hotel and Residences - 8% of units	Q2 2018
The RuMa Hotel and Residences - 35% of units	Q4 2019
Four Points by Sheraton Sandakan Hotel	Q1 2020
Harbour Mall Sandakan	Q4 2018
SENI Mont' Kiara	Q2 2018
Seafront Resort and Residential Development, Kota Kinabalu, Sabah	Q2 2018
City International Hospital	Q2 2018
International Healthcare Park - 1 unit	Q2 2018
International Healthcare Park - 11 units	Q2 2019

Alternative Proposals

Whilst the Board is obliged to put forward the Discontinuation Resolution at the 2018 AGM, it is also seeking to identify proposals that will be in the interests of all Shareholders of the Company. The Board firmly believes that ceasing to trade and placing the Company in liquidation at this time, which is what would happen if the Discontinuation Realisation is passed, would have a significant adverse impact upon shareholder value, which could include:

·     the triggering of an Event of Default under the lending covenants of some of the facility agreements, requiring immediate repayment of loans;

·     depressed asset prices for all future asset sales;

·     reclassification of accounts on a "break-up basis"; and

·     operational disruption of the operating assets.

The Company therefore intends to consult with key shareholders to collect their views on the alternative proposals to the discontinuation resolutions, which may include:

·     shareholders rejecting the Discontinuation Resolution and for the Company to continue in its current manner for a further two years until the 2020 annual general meeting, where by an ordinary resolution for the Company to cease trading will be put forward;

·     the Company continuing the current realisation policy of continuous asset disposals at prices at or close to their RNAV;

·     the Company using the asset's disposal proceeds to repay all outstanding project debts, with a target to pay back all loans by Q2 2019, and thereafter use disposal proceeds to make capital distributions to shareholders;

·     the Development Management Agreement with Ireka Development Management Sdn Bhd ("IDM") to be renegotiated; and

·     further cost reductions in the Company's cost base as the gross assets decline, including a decrease in the size of the Board with effect from the 2018 AGM.

Further announcements will be made summarising the feedback from the shareholder meeting and to detail any alternative proposals that will be presented to shareholders at the 2018 AGM.

For further information:

Aseana Properties Limited		Tel: +603 6411 6388
Chan Chee Kian		Email: cheekian.chan@ireka.com.my
N+1 Singer		Tel: 020 7496 3000
James Maxwell / Liz Yong (Corporate Finance) Sam Greatrex (Sales)
Tavistock Communications		Tel: 020 7920 3150
Jeremy Carey / James Verstringhe		Email: jeremy.carey@tavistock.co.uk

Notes to Editors:

London-listed Aseana Properties Limited (LSE: ASPL) is a property developer investing in Malaysia and Vietnam.

Ireka Development Management Sdn Bhd ("IDM") is the exclusive Development Manager for Aseana. It is a wholly-owned subsidiary of Ireka Corporation Berhad, a company listed on the Bursa Malaysia since 1993, which has over 50 years of experience in construction and property development. IDM is responsible for the day-to-day management of Aseana's property portfolio and the divestment of existing properties.

This information is provided by RNS

The company news service from the London Stock Exchange

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