27 Mar 2019 07:00
LXB Retail Properties Plc
(the "Company" or the "Group")
Results of Meetings
Results of Extraordinary General Meeting
The Board of the Company announces that the proposals to cancel trading in the ordinary shares of no par value in the capital of the Company (the "Ordinary Shares") on AIM and to delist the Ordinary Shares from the International Stock Exchange, as described in the circular dated 1 March 2019(the "Circular"), put to shareholders at the Extraordinary General Meeting which took place in Jersey at 10:00am on 26 March 2019 were passed by the requisite majorities.
The results of the proxy votes are set out below:
| For | Against | Withheld* |
Resolution 1 | 76,881,902 | 233,569 | 32,043 |
| 99.7% | 0.3% |
|
Resolution 2 | 76,881,902 | 233,569 | 32,043 |
| 99.7% | 0.3% |
|
* A vote withheld is not a vote in law and as such is not counted in the calculation of the proportion of votes for and or against a resolution.
Results of Annual General Meeting
The Board of the Company announces that resolutions numbered 1 to 9 put to shareholders at the Annual General Meeting which took place in Jersey at 10:30am on 26 March 2019 were passed.
The results of the proxy votes are set out below:
| For | Against | Withheld* |
Resolution 1 | 61,806,902 | 6,500 | 11,441 |
| 99.99% | 0.01% |
|
Resolution 2 | 61,019,303 | 805,540 | 0 |
| 98.7% | 1.3% |
|
Resolution 3 | 47,989,098 | 805,540 | 13,030,205 |
| 98.35% | 1.65% |
|
Resolution 4 | 61,611,549 | 213,294 | 0 |
| 99.66% | 0.34% |
|
Resolution 5 | 61,611,549 | 213,294 | 0 |
| 99.66% | 0.34% |
|
Resolution 6 | 61,607,901 | 216,942 | 0 |
| 99.65% | 0.35% |
|
Resolution 7 | 60,495,995 | 1,328,848 | 0 |
| 97.85% | 2.15% |
|
Resolution 8 | 61,614,401 | 210,442 | 0 |
| 99.66% | 0.34% |
|
Resolution 9 | 60,460,495 | 1,364,348 | 0 |
| 97.79% | 2.21% |
|
* A vote withheld is not a vote in law and as such is not counted in the calculation of the proportion of votes for and or against a resolution.
Transfers of the IW Group Transferring SPVs to the IW Group
The Company has today exercised the Put Option granted to it by IW Topco Limited as part of the Scheme in respect of the Company's remaining subsidiary undertakings that will exist beyond Company Dissolution (with the exception of the SPVs involved with Phase 2 at Rushden Lakes, comprising LXB RP (Rushden) Limited and LXB RP (Skew Bridge) Limited), being LXB Holdings 2 Ltd, LXB RP (Stafford) Ltd, LXB RP (Stafford 2) Ltd, LXB RP (Wildmere Road) Ltd, LXB RP (Bridge Street) Ltd, LXB RP (Riverside) Ltd, LXB RP (Gallions Road) Ltd and LXB RP (Sutton) Ltd, and accordingly such companies will transfer to the IW Group on or around 1 April 2019 in accordance with the Framework Agreement and on the basis set out in the Circular.
Expected timetable of principal events
The following timetable sets out the expected dates of principal events, some of which are indicative and some of which have changed since the date of the Circular. Capitalised terms, unless otherwise defined shall have the meaning given to them in the Circular:
2019
Transfer of the IW Group Transferring SPVs to the IW Group | On or around 1 April |
Transfer of LXB Skew Bridge and LXB Rushden to Blizzard | On or before 16 April |
Court Dissolution Hearing | 10.00 a.m. on 26 April |
Last day of dealings in, and for registration of transfers of, and disablement in CREST of, the Ordinary Shares | 29 April |
Record date for participation in Dissolution Return of Capital | Close of business on 29 April |
Suspension of admission to trading on AIM, listing on TISE and dealings in the Ordinary Shares | 7.30 a.m. on 30 April |
CREST accounts credited and despatch of cheques in respect of Dissolution Return of Capital | As soon as possible on 6 May |
Expected time and date of AIM Cancellation and TISE Delisting | 7.00 a.m. on 7 May |
Expected time and date of Company Dissolution | After 9.00 a.m. on 7 May |
Copies of the Circular are available on the Company's website (www.lxbproperties.com)
For further information please contact:
LXB3 Partners LLP Tel: 020 7432 7900
Tim Walton, CEO
J.P. Morgan Cazenove (NOMAD) Tel: 020 7742 4000
Bronson Albery/Paul Hewlett
Buchanan Tel: 020 7466 5000
Charles Ryland/Henry Wilson