Pan European Terminals PLC Result of General Meeting (2996T)
November 18 2013 - 7:57AM
UK Regulatory
TIDMPAN
RNS Number : 2996T
Pan European Terminals PLC
18 November 2013
18 November 2013
Pan European Terminals PLC
("PAN" or the "Company")
Result of General Meeting
Pan European Terminals (AIM: PAN), which provides transhipment
and storage facilities into Europe and Russia for the hydro-carbon
industry, announces that the adjourned general meeting of the
Company was held at 11.00 a.m. today for the purposes of
considering resolutions to provide the necessary authorities
required for the conversion of the GBP8.5m 10% Secured Convertible
Fixed Rate Loan Note 2015 (the "Loan Note") into ordinary shares of
1p each in the capital of the Company ("Ordinary Shares"). The
first resolution, being an ordinary resolution to authorise the
directors to allot shares in connection with the conversion of the
Loan Note, was passed, but the second resolution, being a special
resolution disapplying statutory pre-emption rights in respect
thereof, was not passed.
Holders of 57,934,566 Ordinary Shares voted in favour, and
holders of 28,540,455 Ordinary Shares voted against, the first
resolution, representing 67.0% and 33.0% of the votes cast
respectively. Holders of 53,081,848 Ordinary Shares voted in
favour, and holders of 33,393,173 Ordinary Shares voted against,
the second resolution, representing 61.4% and 38.6% of the votes
cast respectively. Both resolutions were voted on a poll.
As a consequence, under the terms of the Loan Note, the Company
is now due to make a premium payment of GBP550,000 to Belphar
Limited ("Belphar"), the holder of the Loan Note, on 20 November
2013. The Loan Note is repayable on 19 November 2015 and the right
of conversion into a maximum of 38,636,363 Ordinary Shares at 22
pence per share remains subject to obtaining the relevant
shareholder authorities.
The Company further notes the announcement at 3.00 p.m. on 15
November 2013 by Belphar that it has decided not to proceed with
the possible offer for the Company at 22 pence per share,
originally announced on 21 October 2013. The Company met Belphar on
several occasions, and informed them that it believed an offer at
22 pence per share undervalued the Company and that it did not
intend to recommend an offer at that level; on each occasion
Belphar declined to receive any non-public information about PAN
and did not indicate that it wished to conduct any due diligence on
the Company.
PAN now looks forward to working with all shareholders to focus
on maximising shareholder value.
-ends-
Enquiries:
Pan European Terminals plc Tel: +44 (0)20 3145 1908
Simon Escott, Chief Executive Mob: +44 (0)7920 095 800
finnCap Ltd (Joint Financial Adviser) Tel: +44 (0)20 7220
0565
Stuart Andrews
Westhouse Securities Ltd (Joint Financial Adviser, Nomad and
Broker)
Richard Johnson / Antonio Bossi Tel: +44 (0)20 7601 6000
Leander (Financial PR) Tel: +44 (0)7795 168 157
Christian Taylor-Wilkinson
This information is provided by RNS
The company news service from the London Stock Exchange
END
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