Tender Offer & Total Voting Rights Update
May 11 2010 - 11:14AM
UK Regulatory
TIDMCROP
RNS Number : 7404L
Ceres Agriculture Fund Limited
11 May 2010
11 May 2010
CERES AGRICULTURE FUND LIMITED
TENDER OFFER AND TOTAL VOTING RIGHTS UPDATE
Ceres Agriculture Fund Limited ("Ceres" or the "Company") the Guernsey
domiciled, closed-ended investment company, managed by FourWinds Capital
Management established to invest in an actively managed portfolio of primarily
exchange-traded agricultural commodity contracts and derivatives and other
agricultural commodity related investments, announces that, pursuant to the
settlement (which took place today) of the tender offer announced by the
Company on 29 March 2010 ("Tender Offer"), the Company has purchased 30,447,806
ordinary shares in the capital of the Company at a price of US$0.8977 per share
all of which will be automatically cancelled. This number of 30,447,806
represents a correction to the total number of shares stated to be bought back
in the Tender Offer in the Company's announcement of 4 May 2010. An additional
3,383,090 ordinary shares that were previously held in treasury will be
automatically cancelled in order to ensure that the total number of treasury
shares does not exceed 10 per cent of the issued share capital as reduced by the
Tender Offer.
Following settlement of the Tender Offer, there remain:
(i) 91,392,277 issued ordinary shares admitted to trading. Each ordinary share
carries the right to one vote in relation to all circumstances at general
meetings of ordinary shareholders;
(ii) 10,154,697 ordinary shares in treasury. The voting rights of treasury
shares are automatically suspended.
Accordingly, following the Tender Offer the Company had total voting rights of
91,392,277.
The total voting rights figure (of 91,392,277) may be used by shareholders (and
others with notification obligations) as the denominator for the calculations by
which they will determine whether they are required to notify their interest in,
or a change to their interest in, the Company under the FSA's Disclosure and
Transparency Rules.
Further enquiries:
FourWinds Capital Management, Investment Manager
Kimberly Tara
info@fourwindscm.com
Cenkos Securities plc, Corporate Broker
Will Rogers +44 (0)20 7397 1920
Dion Di Miceli +44 (0)20 7397 1921
Andrew Davies +44 (0)20 7397 1914
HSBC Securities Services (Guernsey) Limited, Administrator
Tel: +44 (0) 1481 707 000
Citigate Dewe Rogerson, PR Advisor
Kevin Smith /Lindsay Noton +44 207 638 9571
The Company is a Guernsey domiciled Authorised Closed-ended investment scheme
pursuant to section 8 of the Protection of Investors (Bailiwick of Guernsey) Law
1987, as amended and rule 6.02 of the Authorised Closed-ended Investment Schemes
Rules 2008.
The ordinary shares of the Company ("Shares") have not been and will not be
registered under the US Securities Act of 1933, as amended ("Securities Act") or
the US Investment Company Act of 1940, or with any securities regulatory body or
any state or other jurisdiction in the United States and, subject to certain
exceptions, may not be offered or sold in the United States or to or for the
account or benefit of US persons (as such term is defined in Regulation S under
the Securities Act) absent registration under the Securities Act or an
applicable exemption from such registration. No public offering of any shares in
the Company is being, or has been, made in the United States.
FUTURES AND OPTIONS TRADING HAS LARGE POTENTIAL REWARDS, BUT ALSO LARGE
POTENTIAL RISKS. YOU MUST BE AWARE OF THE RISKS AND BE WILLING TO ACCEPT THEM IN
ORDER TO INVEST IN THE FUTURES AND OPTIONS MARKETS AND IN ORDER TO INVEST IN THE
COMPANY. DO NOT TRADE OR INVEST WITH MONEY YOU CAN'T AFFORD TO LOSE. THIS
ANNOUNCEMENT AND ITS CONTENTS ARE NEITHER A SOLICITATION NOR AN OFFER TO BUY OR
SELL FUTURES, STOCKS OR OPTIONS ON THE FUTURES OR OPTIONS MARKETS. NO
REPRESENTATION IS BEING MADE THAT ANY ACCOUNT OR INVESTMENT WILL OR IS LIKELY TO
ACHIEVE PROFITS OR LOSSES SIMILAR TO THOSE DISCUSSED IN THIS ANNOUNCEMENT (IF
ANY). THE PAST PERFORMANCE OF ANY TRADING SYSTEM OR METHODOLOGY IS NOT
NECESSARILY INDICATIVE OF FUTURE RESULTS.
PURSUANT TO AN EXEMPTION FROM THE COMMODITY FUTURES TRADING COMMISSION IN
CONNECTION WITH POOLS WHOSE PARTICIPANTS ARE LIMITED TO QUALIFIED ELIGIBLE
PERSONS, AN OFFERING MEMORANDUM FOR THE COMPANY IS NOT REQUIRED TO BE, AND HAS
NOT BEEN FILED WITH THE COMMISSION. THE COMMODITY FUTURES TRADING COMMISSION
DOES NOT PASS UPON THE MERITS OF PARTICIPATING IN A POOL OR UPON THE ADEQUACY OR
ACCURACY OF AN OFFERING MEMORANDUM. CONSEQUENTLY, THE COMMODITY FUTURES TRADING
COMMISSION HAS NOT REVIEWED OR APPROVED ANY OFFERING BY THE COMPANY OR ANY
OFFERING MEMORANDUM FOR THE COMPANY.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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