Declaration of Voting Results & Voting Rights Announcements • Aug 26, 2018
Declaration of Voting Results & Voting Rights Announcements
Open in ViewerOpens in native device viewer
24-Aug-2018 / 17:21 GMT/BST Dissemination of a RegulatoryAnnouncement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement.
AEW UKREITplc
(the "Company)
24August 2018
AEWUKREITplc has todayposted a circular to Shareholders (the "Circular") convening a General Meeting to be held at The Cavendish Hotel, 81 Jermyn Street, St. James', London SW1Y 6JFat 12.15 p.m. on 12 September 2018 at which resolutions will be put to Shareholders to approve: (i) the adoption of New Articles to permit the issuance of C Shares; and (ii) the issue of up to 250 million Ordinary Shares and/or 250 million C Shares and the disapplication of associated preemption rights in connection with a potential new twelve month share issuance programme (together the "Proposals"). Full details of the Proposals are set out in the Circular, a copyofwhich will shortlybe available on the Company's website atwww.aewukreit.com.
The Companywas launched in May2015, raising gross proceeds of £100.5 million on IPO. Since then, a further 51,058,251 OrdinaryShares have been issued at a premium to the NAVper OrdinaryShare. As at 30 June 2018, the fair value independent valuation of the Company's portfolio was £191.95 million, following the part sale of PearlAssurance House,Nottingham. The NAVwas £149.14 million or 98.40 pence per OrdinaryShare and EPRAearnings per OrdinaryShare for the quarter to 30 June 2018 was 2.04 pence perOrdinaryShare, in line with the Company's target annual dividend of 8.00 pence perOrdinaryShare.
At 30 June 2018, the Companyheld £6.72 million cash for investment and has declared dividends of 22.83 pence perOrdinaryShare since launch.
AEWUKInvestment Management LLP, the Company's investment manager, continues to see a strong pipeline of potential opportunities generated byits network of contacts across the UKcommercial propertymarket.
Accordingly, the Directors believe it is now appropriate to seek Shareholder approval such that on the occurrence of suitable market conditions the Companywill be in a position to raise capital. Any such fundraising will only be carried out when the Directors consider that it is in the best interests of Shareholders and the Company as a whole. Relevant factors in making such a determination will include net asset performance, share price rating, investment pipeline and perceived investor demand.
In order to mitigate the risk of any cash drag to existing Shareholders, and to ensure that the NAVattributable to the existing Ordinary Shares is not diluted by the expenses associated with any new Share Issuance Programme, the Directors believe it is prudent to have the ability to issue C Shares under any potential Share Issuance Programme. AnynewOrdinaryShares will onlybe issued pursuant to the potential Share Issuance Programme at prices greater than the latest published NAVperOrdinaryShare.
In order to issue, on a non-pre-emptive basis, C Shares pursuant to the potential Share Issuance Programme, the newarticles are required to be adopted (incorporating the rights of the new C Shares) and the Directors also require specific authority from Shareholders. Therefore, the Company is seeking Shareholder authority to: (i) adopt the newarticles; and (ii) issue and disapply associated statutory pre-emption rights for 250 million Ordinary Shares and/or 250 million C Shares in connection with anynewShare Issuance Programme until the earlier of the close of such newShare Issuance Programme and 30 June 2020.
Any issue of Shares using the above authorities will be subject to the Company having a live Share Issuance Programme and, accordingly, the Directors currently intend to publish a newprospectus in due course.
| Latest time and date for the return of the Form of Proxy |
12.15 p.m. on 10 September 2018 |
|---|---|
| General Meeting | 12.15 p.m. on 12 September 2018 (or as soon thereafter as the annual general meeting of the Company convened |
for the same date has concluded)
All references to times in this announcement are to London time unless otherwise stated.Any changes to the expected timetable will be notified by the Company through a RegulatoryInformation Service.
Terms used and not defined in this announcement shall have the meaning given in the Circular. Acopy of the Circular has also been submitted to the National Storage Mechanism and will shortlybe available for inspection atwww.morningstar.co.uk/uk/nsm.
| Alex Short | [email protected] +44(0) 207 016 4880 |
|---|---|
| Laura Elkin | [email protected] +44(0) 20 7016 4869 |
| LiberumCapital | |
| GillianMartin | +44(0) 20 3100 2000 |
| Christopher Britton | +44(0) 20 3100 2226 |
CompanySecretary
Link CompanyMatters Limited[email protected] +44(0) 1392 477500
ISIN: GB00BWD24154 Category Code: MSCH TIDM: AEWU LEICode: 21380073LDXHV2LP5K50 OAM Categories:3.1.Additional regulated information required to be disclosed under the laws of a Member State Sequence No.: 5922 EQS News ID: 717525
End ofAnnouncementEQS News Service
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.