TIDMHPAC
RNS Number : 0299T
Hermes Pacific Investments PLC
22 November 2021
22 November 2021
HERMES PACIFIC INVESTMENTS PLC
(the "Company")
Change of Investing Policy
Notice of General Meeting
Hermes Pacific Investments plc (AIM: HPAC) is pleased to
announce details of a proposed change to the Company's investing
policy.
A circular to shareholders is expected to be posted today
setting out details of the New Investing Policy and to explain why
the Board considers the New Investing Policy to be in the best
interests of the Company and its shareholders as a whole and to
recommend that shareholders vote in favour of the resolution to be
proposed at a General Meeting required to implement the New
Investing Policy.
Background to and reasons for the change of investing policy
The Company's current investing policy is:
The proposed investments to be made by the Company may be either
quoted or unquoted; made by direct acquisition of an equity
interest; may be in companies, partnerships, joint ventures; or
direct interests in projects in South East Asia including, but not
limited to, investments in the financial sector. The Company's
equity interest in a proposed investment may range from a minority
position to 100 per cent. ownership.
The Company made a few minor investments when the current
investing policy was first adopted but the Company has not found
any suitable significant deals in South East Asia (in the financial
sector or elsewhere) into which to deploy its cash resources.
Therefore the Board consider that it would be appropriate to change
the strategic direction of the Company and implement a new
investing policy that allowed the Company's resources to be
deployed in other geographic areas and business sectors.
It is proposed that the Company's New Investing Policy will be
to invest principally, but not exclusively, in the property sector.
The Directors consider the property sector will provide the Company
with significantly more suitable investment opportunities that can
provide offer significant growth potential for the future.
In the first instance, the existing capital available to the
Company will be used to locate, evaluate and select investment
opportunities that offer satisfactory potential capital returns for
shareholders.
Proposed New Investing Policy
It is proposed that the Company's new investing policy will be
to invest principally, but not exclusively in the property sector
within Europe and the Middle East.
Accordingly, subject to the passing of the Resolution, the New
Investing Policy will be:-
The proposed investments to be made by the Company may be either
quoted or unquoted; in debt and/or in equity instruments, may be in
companies, partnerships, joint ventures; or direct interests in
property or property projects (either residential or commercial
property). The Company's equity interest in a proposed investment
may range from a minority position to 100 per cent. ownership.
The Directors believe there are opportunities to invest in and
acquire commercial and/or residential properties where the
properties may be undervalued and/or suitable for redevelopment to
enhance capital value.
The Company will identify and assess potential properties and
where it believes further investigation is required, and subject to
assessment of potential risk, intends to appoint appropriately
qualified advisers to assist. Where further investigation is
required, the Company intends to carry out a comprehensive and
thorough investment review process in which all material aspects of
any potential property investment will be subject to due
diligence.
The Company's financial resources may be invested in a small
number of properties or investments or potentially in just one
investment which may be deemed to be a reverse takeover of the
Company under the AIM Rules. Where this is the case, it is intended
to mitigate the risk by undertaking an appropriate due diligence
process. Any transaction constituting a reverse takeover under the
AIM Rules would require Shareholders' approval. The possibility of
building a broader portfolio of properties has not, however, been
excluded. The Company may also continue to review and investigate
non-property related investments as it has done to date.
The Company's investments may take the form of equity, debt or
convertible instruments. Investments may be made in all types of
assets falling within the remit of the New Investing Policy and
there will be no investment restrictions. Proposed investments may
be made in either quoted or unquoted companies and structured as a
direct acquisition, joint venture or as a direct interest in a
project or property. The Directors may consider it appropriate to
take an equity interest in any proposed investment which may range
from a minority position to 100 per cent ownership. The Company may
be either an active investor or passive investor. Where the Company
is an active investor, it may seek representation on the board of
investee companies.
The Directors believe that their broad collective experience
together with their network of contacts will assist them in the
identification, evaluation and funding of suitable property and
non-property investment opportunities. The Board already benefits
from the considerable expertise and experience of its chairman,
Haresh Kanabar, who has been actively involved in the residential
and commercial property markets for over 15 years and is currently
involved with three property companies based in the United Kingdom.
These companies are fully invested and as such no conflicts of
interest in relation to Mr Kanabar's roles are expected to arise.
The Company will also benefit from John Morton's extensive
experience in banking and finance when it comes to the financing of
potential property acquisitions.
If the New Investing Policy is approved by Shareholders, the
Directors hope to commence implementation of the policy in the
comings weeks. The Directors are aware of various potential
investment opportunities that they may seek to pursue in relative
short order.
The Director recognise that the Board is currently made up of
only two directors. If the change of investing policy is approved,
the Directors intend in due course to appoint an additional
director with relevant experience.. Until such time, any investment
decision will require the unanimous support of the Directors.
The objective of the Directors is to generate capital
appreciation and any income generated by the Company will be
applied to cover costs or will be added to the funds available to
further implement the New Investing Policy. In view of this, it is
unlikely that the Directors will recommend a dividend in the early
years. However, they may recommend or declare dividends at some
future date depending on the financial position of the Company.
Given the nature of the Company's New Investing Policy, the Company
does not intend to make regular periodic disclosures or
calculations of net asset value.
The Directors confirm that, as required by the AIM Rules, they
will at each annual general meeting of the Company seek shareholder
approval of its Investing Policy.
General Meeting
A general meeting of the Company will be held at 22 Great James
Street, London WC1N 3ES on 14 December 2021. The Resolution to be
proposed at the General Meeting as an ordinary resolution proposes
the adoption of the New Investing Policy.
This announcement contains inside information as stipulated
under the Market Abuse Regulations (EU) no. 596/2014 ("MAR").
For more information please contact:
Hermes Pacific Investments plc www.hermespacificinvestments.com
Haresh Kanabar, Non-Executive Chairman Tel: +44 (0) 7802 858893
WH Ireland Limited ( Nominated Adviser www.whirelandcb.com
& Broker)
Mike Coe/ Sarah Mather Tel: +44 (0) 207 220 1666
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END
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