2nd Mar 2012 15:01
NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
ASHMORE GLOBAL OPPORTUNITIES LIMITED (the "Company")
a Guernsey incorporated and registered limited liability closed-ended investment company with a Premium Listing of its Euro, US Dollar and Sterling share classes on the Official List.
CONVERSION NOTICE OF EURO SHARE CLASS
2 March 2012
The articles of incorporation of the Company (the "Articles") contain a specific provision which permits the directors of the Company, in their absolute discretion, to convert the shares of any class into shares of another class where the number of shares of that class which are in public hands (for the purposes of Listing Rule 6.1.19 R(3)) falls below 25 per cent. (the "public hands requirement").
As the Euro share class of the Company (ISIN number: GG00B1YWWB33) no longer meets the public hands requirement, the directors of the Company have resolved, in accordance with the Articles, to convert all the Euro class shares in issue into US Dollar class shares (the "Euro Conversion"), excluding any Euro class shares in respect of which the Company has received a valid conversion election in relation to the 31 March 2012 conversion date in accordance with the Company's monthly conversion facility (as to which see further below).
The Company also intends to convert any Euro class shares which are held in treasury into US Dollar class shares as part of the Euro Conversion.
The share conversion ratio for the Euro Conversion has been determined in accordance with the Articles as follows:
1.37487970 US Dollar shares for each Euro share.
Save as set out below, shareholders who wish to do so will, as usual, have the ability to elect to convert their shares into shares of another class in accordance with the Company's monthly conversion facility. The next month-end conversion date for these purposes will be 31 March 2012 (the "March Conversion"). Accordingly, any Euro shares which are converted pursuant to a valid election in respect of the March Conversion will not be converted as part of the Euro Conversion described above.
In accordance with the Articles, once a shareholder has served a notice to convert shares in respect of the March Conversion, the relevant shareholder will not be able to deal in those shares (whether in certificated or uncertificated form) in the period between the date of such notice and the actual date of conversion and may not withdraw such notice without the consent of the Company.
The share conversion ratios for the March Conversion will be determined in accordance with the Articles by reference to the final month-end net asset values for 31 March 2012 and the prevailing Euro, Sterling and US dollar exchange rates as at close of business on 31 March 2012.
It is expected that the listing of the entire Euro share class will be cancelled shortly after all of the Euro class shares have been converted in accordance with the Euro Conversion and, if applicable, the March Conversion.
Expected conversion timetable
Where valid elections for the conversion of Euro shares are received in respect of the March Conversion on or before 5.00 p.m. on 23 March 2012, the expected conversion timetable for the Euro Conversion and the March Conversion will be as follows:
Latest time for receipt of conversion notice in relation to March Conversion | 5.00 p.m. on 23 March 2012 |
March Conversion calculation date | 31 March 2012 |
Latest date for T+3 settlement to ensure Euro shares are on the register for Euro Conversion date | 17 April 2012 |
Latest date for cash settlement to ensure Euro shares are on the register for Euro Conversion date | 20 April 2012 |
March Conversion and Euro Conversion date | 23 April 2012 |
Admission to listing of new US Dollar class shares and/or Sterling class shares | 8.00 a.m. on 23 April 2012 |
Cancellation of listing of Euro share class | 8.00 a.m. on 23 April 2012 |
Where no valid elections for the conversion of Euro shares are received in respect of the March Conversion on or before 5.00 p.m. on 23 March 2012, the expected conversion timetable for the Euro Conversion will be as follows:
Latest time for receipt of conversion notice in relation to March Conversion | 5.00 p.m. on 23 March 2012 |
Latest date for T+3 settlement to ensure Euro shares are on the register for Euro Conversion date | 27 March 2012 |
Latest date for cash settlement to ensure Euro shares are on the register for Euro Conversion date | 30 March 2012 |
Euro Conversion date | 2 April 2012 |
Admission to listing of new US Dollar class shares | 8.00 a.m. on 2 April 2012 |
Cancellation of listing of Euro share class | 8.00 a.m. on 2 April 2012 |
In anticipation of the proposed conversion of the entire Euro share class pursuant to the Euro Conversion and if applicable, the March Conversion, and in anticipation of the cancellation of listing of the Euro share class, from the date of this announcement the Board will no longer accept any conversion requests into the Euro share class. Accordingly, no conversion requests into the Euro share class in respect of the March Conversion or any future conversion date will be accepted.
The number of votes each share shall be entitled to on a poll at any general meeting of the Company (applying the Weighted Voting Calculation as described in the Prospectus published by the Company on 6 November 2007) is as follows:
US Dollar shares: 1.0000Euro shares: 1.4638Sterling shares: 2.0288
Application will be made to the Financial Services Authority (the "FSA") for the new US Dollar class shares issued pursuant to the Euro Conversion and any new US Dollar and Sterling class shares issued pursuant to the March Conversion to be admitted to the Official List of the UK Listing Authority and admitted to trading on the London Stock Exchange's main market for listed securities. In anticipation of the proposed conversion of the entire Euro share class, pursuant to the Euro Conversion and if applicable, the March Conversion, application will also be made to the FSA for the cancellation of the entire Euro share class from the Official List.
This document does not constitute and may not be relied upon as constituting any form of investment advice or inducement to invest and prospective investors are advised to ensure that they obtain appropriate independent professional advice before making any investment decision.
All investments are subject to risk. AGOL invests in emerging markets, which may be more volatile than more mature markets, and the value of an investment in AGOL could move sharply down or up. In extreme circumstances, this could result in a total loss of the investment. Emerging markets are volatile and may suffer from liquidity problems; changes in rates of exchange between currencies may cause the value of investments to decrease or increase; the operational risks of investing are higher than in more developed markets. Past performance is no guarantee of future returns.
This announcement is not for distribution (directly or indirectly) in, into or from the United States, Canada, Australia or Japan (or any other jurisdiction where to do the same would constitute a violation of the relevant securities laws of such jurisdiction). In addition, this announcement does not constitute an offer of securities for sale in or into the United States, Australia, Canada or Japan (or any other jurisdiction where the same would constitute a violation of the relevant securities laws of such jurisdiction)
Enquiries:
Northern Trust International Fund Administration Services (Guernsey) Limited Company Secretary
Andrew Maiden Tel: +44 1481 745 368
Related Shares:
AGOL.L