Update on Proposed De-listing and Issue of Shares (5778V)
January 13 2012 - 12:00PM
UK Regulatory
TIDMSQB
RNS Number : 5778V
Squarestone Brasil Limited
13 January 2012
13 January 2012
Squarestone Brasil Limited
("Squarestone Brasil", the "Company" or the "Group")
UPDATE ON PROPOSED CANCELLATION OF TRADING OF AIM & PROPOSED
ISSUE OF SHARES
and
REPORTING POST DE-LISTING FROM AIM
In conjunction with the recent announcements made by Squarestone
Brasil Limited concerning the Company's proposed cancellation of
trading on AIM and proposed issue of shares, the following letter
will be sent to shareholders:
Dear Shareholder
Re: Reporting Post de-listing from Aim of SQB
As you will now be aware the recent EGM passed the resolutions
to effect the de-listing of your company, Squarestone Brasil Ltd
from Aim. This became effective from close of business Friday 13th
January and the Company will officially be removed from its listed
status on Aim ahead of trading at 7am Monday 16th January.
As you are also aware we have recently issued an Open Offer to
raise GBP2.6m through the issue of Convertible Zero Dividend
Preference shares. We can confirm that as of today ahead of the EGM
on Monday 16th January we have already received sufficient Proxies
to pass the resolution supporting this process. We have also
received a majority of shareholders taking up their allocations and
we can confirm that we have received applications to absorb any
excess shares. Therefore the full amount of GBP2.6m has been taken
up. We would like to take this opportunity to assure you that the
construction of Golden Square is back on track and that we signed
nine key leases prior to Christmas. We are awaiting the conclusion
of negotiations with one more anchor tenant, before releasing
information and publicity about these leases.
It is our intention to report to shareholders on a quarterly
basis, with the first of these being issued in the middle of May,
followed by subsequent reports 6 weeks after each quarter end, to
allow for group consolidation. We will also be valuing the asset(s)
annually at 31st December and as such; this process is underway for
31st December 2011 the results of which will be reported upon in
the first quarterly report. We will also establish a share match
making process for shareholders who wish to seek a sale of some or
all of their shares. This will be provided through Elysium Fund
Management Ltd in Guernsey, which provides the Company Secretarial
and Administration services for the business. Contact details are
as follows: -
Joanna Duquemin Nicolle
elysium fund management limited
(registered in Guernsey no. 45655)
PO Box 650, 1st Floor, Royal Chambers, St Julian's Avenue, St
Peter Port, Guernsey, Channel Islands, GY1 3JX
T: (44) 1481 810102, F: (44) 1481 810120
Email: Joanna@elysiumfundman.com
Website: www.elysiumfundman.com
The Company also manages (but does not own) Bonsucesso Shopping
held by the SB1 fund. This asset is being marketed for sale through
Cushman & Wakefield, using both local investment and
international capital markets teams. The initial interest for this
asset is strong both from domestic investors and international
investors. The International investors are, almost without
exception, interested in a wider platform investment, providing a
conduit into the Brazilian retail sector. While these private
equity investors are interested in the exciting growth of the
Brazilian retail market, they have not been prepared to invest in
to the company whilst it retained its Aim listing. Aim has
repeatedly proved to be a barrier to investment.
The Bonsucesso sale process may deliver a strategic platform
partner to Squarestone Brasil , which would invest in the
operational platform. Such an investment would be subject to
shareholder approval, but could provide SQB with the ability to
realise its aspirations of developing a series of assets and having
a self-financing operational team. The conclusion of this process
is likely to be within the next six months. This sort of investment
would reduce or alleviate the need to raise further funds from
shareholders at a later date.
We have promoted our Chief Financial Officer, Fabio Carvalho to
Chief Operating Officer and he will shortly join the main board.
His stewardship since October has greatly improved the focus and
performance of the local team. Fabio has a strong accounting
background and joined us last year from Tishman Speyer in Brazil.
We have also promoted Marcio Sugui to Finance Director, following
Fabio's promotion. However, we believe that in order to go forward,
the company needs a highly experienced, Portuguese-speaking, retail
development professional and we have just embarked on a formal
recruitment process to find this person. It is possible that this
person could become the CEO of the business and this may tie in
with a partnership with a platform investor. We will advise you of
further developments in this area as part of our regular
reporting.
Finally, we would welcome dialogue with shareholders who wish to
have more frequent communication, rather than just relying on the
quarterly reports. Indeed, this is our preferred investment
management style.
We continue to believe that Brazil offers a strong investment
opportunity both in shopping malls and retail warehousing and we
remain fully committed to deliver this for our investors.
Yours Sincerely,
Tim Barlow and Robert Sloss
Acting Joint Chief Executives
For further information please contact:
Squarestone Brasil Tel: +44 (0) 20 7534 9066
Robert Sloss, Acting Joint CEO
Tim Barlow, Acting Joint CEO
Liberum Capital (Nominated Adviser Tel: +44 (0) 20 3100 2000
and Broker)
Chris Bowman
Christopher Britton
Kreab Gavin Anderson (PR Adviser) Tel: +44 (0) 7747 113 930 / +44
James Benjamin (0) 20 7074 1800
Natalie Biasin Email: squarestone@kreabgavinanderson.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
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