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Pioneer Property Group ASA

Share Issue/Capital Change Jun 18, 2015

3715_iss_2015-06-18_fe5e744a-d51d-4da6-b7f6-e0b621d9ae31.html

Share Issue/Capital Change

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Information about the PPG preference shares

Information about the PPG preference shares

NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, TO

U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN OR INTO THE

UNITED STATES OF AMERICA, AUSTRALIA, CANADA OR JAPAN, OR ANY

OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE

WOULD BE UNLAWFUL.

Pioneer Property Group ASA - Information about the

preference shares

Oslo, 18 June 2015 - Reference is made to the resolution by

the board of directors of Oslo Børs to approve the

preference shares (the "Preference Shares") in Pioneer

Property Group ASA (the "Company") for listing on Oslo

Axess.

The Preference Shares have a preferential right to receive

dividends from the Company limited to NOK 7.5 per annum (the

"Annual Dividend") with a NOK 1 annual step-up each year

commencing 1 July 2020, to a maximum of NOK 10 (accordingly

the Annual Dividend will increase by NOK 1 in year 6,

another NOK 1 in year 7 etc.) Dividends require a resolution

by a General Meeting, and that the Company has distributable

equity.

The dividend is paid on a quarterly basis by one quarter (25

percent) of the Annual Dividend, with the first record date

scheduled 30 September 2015, and is accumulated in the event

that the dividend paid falls below the preferential rights

entitled by the Preference Shares. The Preference Shares do

not carry any other entitlement to dividends. Each

Preference Share entitles the holder to one tenth of a vote

compared with the ordinary shares.

Following a resolution by the general meeting, the

Preference Shares can be redeemed, wholly or partly, at an

amount per preference share corresponding to NOK 130 if the

redemption is done prior to 1 July 2020, or at NOK 100 per

Preference Share if the redemption is done 1 July 2020 or

later (the "Redemption Price"). In addition to the

Redemption Price, the Company must pay any accrued portion

of Preference Share dividends and interest thereon. In order

for Preference Shares to be redeemed, the Company must have

unrestricted equity to the extent that the Redemption Price

exceeds the quota value of the Preference Shares.

The payment of dividend presupposes that dividends are

permitted by law and approved by the general meeting of the

Company.

SUMMARY OF TERMS FOR THE PREFERENCE SHARES

Dividend: NOK 7.5 annually, with quarterly payments of NOK

1.875 per Preference Share. The Preference Shares do not

carry any other entitlement to dividends. The dividend

increases by NOK 1 per Preference Share pro annum after 1

July 2020, however, only up to a maximum of NOK 10 pro

annum.

Voting rights: 1/10 vote per Preference Share

Non-dividend: In case the Company does not pay dividends on

the Preference Shares or pays dividends on the Preference

Shares which are lower than the rights carried by the

Preference Shares according to the Articles of Association,

the unpaid amount shall accrue and be subject to an interest

of 5 per cent pro annum until such time that full Preference

Share dividend have been paid out. No value transfers may be

carried out to the holders of ordinary shares until the

holders of Preference Shares have received full Preference

Share dividend including interest.

Redemption: Redemption may be carried out after resolution

by the general meeting of the Company at a price of NOK 130

per Preference Share if the redemption is done prior to 1

July 2020, or at NOK 100 per Preference Share if the

redemption is done 1 July 2020 or later. If a proposal from

the board of directors regarding redemption of Preference

Shares is not supported by sufficient majority at the

Company's general meeting, and such majority would have been

achieved if the Preference Shares were disregarded, the

preference dividend is to be reduced to NOK 0 (nil) per

preference share per year, and shall not be increased under

article 5 in the Articles of Association.

The Company's dissolution: At the Company's dissolution,

Preference Shares carry preferential rights as for

redemption.

Extraordinary majority requirements: The terms of the

Preference Shares are governed by the Company's Articles of

Association. To pass resolutions to issue new preference

shares with in any respect better right to the Company's

earnings than the Preference Shares, a decision by the

Company's general meeting is needed where shareholders

representing at least two thirds of both the votes and

shares at the general meeting and shareholders representing

at least two thirds of the Preference Shares represented at

the General Meeting, agree to the resolution.

Further information about the Preference Shares is included

in the prospectus dated 3 June 2015 and the company's

articles of association.

Enquiries

Martin P. Hoff, CFO - +47 47214721

www.pioneerproperty.no

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