26 Apr 2022 14:10
LEI: 2138009FPM7EH4WDS168
26 April 2022
Doric Nimrod Air One Limited
Publication of Circular and Notice of Extraordinary General Meeting
Doric Nimrod Air One Limited (the "Company" or "Doric Nimrod Air One") announces its intention to amend its articles of incorporation (the "Articles"), subject to the passing of a special resolution to be proposed at an extraordinary general meeting of the Company to be held at Ground Floor, Dorey Court, Admiral Park, St Peter Port, Guernsey, GY1 2HT at 11 a.m. (London time) on 10 May 2022 (the "Extraordinary General Meeting").
A notice of the Extraordinary General Meeting is contained in the shareholder circular (the "Circular") published today on the Company's website at www.dnairone.com. In addition, a copy of the Circular has been submitted to the National Storage Mechanism and will shortly be available for viewing online at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
As described more fully in the Circular, under article 41.2 of the Company's articles of incorporation ("Articles"), the Company is required to convene a general meeting six months before the end of the term of the lease entered into between the Company and Emirates Airline (the "Lease"), at which an ordinary resolution is to be proposed that the Company proceed to an orderly wind-up at the end of the Lease (the "Liquidation Resolution"). The Lease is due to expire on 16 December 2022. Therefore, under the Articles, a Liquidation Resolution is required to be put to Shareholders at a general meeting on 16 June 2022.
Discussions regarding the end of the current Lease and proposals regarding the Asset have not been concluded. As these negotiations may not have concluded by 16 June 2022, the Board proposes to amend the Articles to change the date by which the Liquidation Resolution is required to be put to Shareholders, as more fully described in the Circular.
The Company believes that the implementation of the amendment to the Articles will provide the Board with flexibility to continue and conclude the negotiations regarding the asset that is the subject of the Lease.
For Further Information
For administrative and company information:
JTC Fund Solutions (Guernsey) Limited
+44 (0) 1481 702400
For shareholder information:
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Nimrod Capital LLP
+44 (0) 20 7382 4565