BHGG.L Regulatory News (BHGG)

BH Global Limited - Results of EGM and Class Meetings

PR Newswire

London, July 19

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION 

BH Global Limited (the “Company”)

(a closed-ended collective investment scheme established as a company with limited liability under the laws of Guernsey with registered number 48555)

LEI: 549300BIIO4DTKEMXV14

19 July 2021

Results of Extraordinary General Meeting and Class Meetings

Further to the announcement of 30 June, detailing the proposal that the Company enter into a scheme of reconstruction (the “Scheme”) pursuant to which the Company would be placed into voluntary liquidation, an Extraordinary General Meeting of the Company and Class Meetings of Sterling Shareholders and US Shareholders were held this morning at which approval was sought from shareholders for the implementation of the Scheme and for matters associated therewith. Three Special Resolutions were put forward at the Extraordinary General Meeting, and one Ordinary Resolution was put forward at each Class Meeting.

The votes received were as follows:

Extraordinary General MeetingSpecial Resolution 1 – Reclassification of Shares and amendments to Articles of IncorporationVotes in favour – 27,569,252 (representing 100% of votes cast)

Special Resolution 2 – Implementation of the SchemeVotes in favour –27,569,252 (representing 100% of votes cast)

Special Resolution 3 – Voluntary liquidation and appointment of LiquidatorsVotes in favour – 27,569,252 (representing 100% of votes cast)

(The above figures aggregate the proxy votes received on the US Dollar Shares and Sterling Shares in accordance with the respective voting rights applicable to each US Dollar Share and Sterling Share on a poll, being one vote per US Dollar Share and 1.97950 votes per Sterling Share.)

Class Meeting of Sterling Shareholders

Ordinary Resolution – Approval of the resolutions to be put forward at the EGM and of variation of rightsVotes in favour – 13,201,781 (representing 100% of votes cast)

Class Meeting of US Dollar ShareholdersOrdinary Resolution - Approval of the resolutions to be put forward at the EGM and of variation of rightsVotes in favour – 1,412,459 (representing 100% of votes cast)

The full text of each of the Resolutions can be found in the Company’s circular to shareholders dated 30 June 2021 (the “Circular”).

All resolutions were therefore passed at each Meeting, and accordingly the Company has now been placed into voluntary liquidation pursuant to the terms of the Scheme. 

Shareholder entitlements under the SchemeA further announcement is expected to be made on or around 25 August 2021 detailing shareholder entitlements to cash and/or BH Macro Shares pursuant to the Scheme (such entitlements to be calculated by reference to the NAV of the Company’s Shares and of BH Macro’s Shares as at 31 July 2021). Details of those entitlements will also be published on the Company’s website (www.bhglobal.com) at that time.

Suspension and Cancellation of SharesAs previously announced, both classes of the Company’s Shares were suspended from listing on the Official List of the Financial Conduct Authority and from trading on the London Stock Exchange at 7.30 a.m. on 15 July 2021. Application has been made to the Financial Conduct Authority and to the London Stock Exchange for the cancellation of listings and admissions to trading of the Shares with effect from 8.00 a.m. on 23 July 2021.

Listing of New BH Macro SharesAdmission to the Official List of new BH Macro Shares issued pursuant to the Scheme, and commencement of dealings in such Shares on the Main Market of the London Stock Exchange, are expected to take place at 8.00 a.m. on 26 August 2021.

Defined terms in this announcement have the same meanings given to them in the Circular unless the context requires otherwise.

Company website: www.bhglobal.com 

Enquiries:SA Gardner and DN HyslopJoint Liquidatorsc/o Ernst & Young LLPPO Box 9Royal ChambersSt. Julian’s AvenueSt. Peter PortGuernseyGY1 4AF

Maria Acuna-Moreno Maria.Acuna.Moreno@parthenon.ey.com.Tel: +44 (0) 1481 717400 David YovichicInvestec Bank plcTel: +44 (0)20 7597 5970