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Notice of Extradinary General Meeting

24th Dec 2012 10:19

RNS Number : 2572U
Kingswalk Investments Limited
24 December 2012
 



 

 

24 December 2012

 

KINGSWALK INVESTMENTS LIMITED

("Kingswalk" or "the Company")

 

Notice of Extraordinary General Meeting

and redemption and cancellation of Deferred Shares

 

The Company is pleased to announce the posting of a circular (Circular) and form of proxy (Proxy) to the shareholders of the Company convening a Extraordinary General Meeting of the Company (General Meeting) whereat the Directors of the Company are seeking authority to issue an additional 400,294,992 new ordinary shares of 0.1p each (New Ordinary Shares) on a non-pre-emptive basis to ensure sufficient non-pre-emptive share authorities are available to issue the maximum number of New Ordinary Shares that could be issued pursuant to conversion notices which may be received from the holders of the £625,000 Convertible Loan Notes issued by the Company. In addition, the authorities provide the Company with headroom to raise new funds to support the Company's existing investments, specifically in European Wealth Management Group Plc (European Wealth).

 

The Company is seeking also the authority to approve a change of the Company's name to EW Group Limited to reflect the Company's investments in financial and wealth services, and particularly its interest in European Wealth, which is by some distance the largest investment made by the Company to date. Should the change of name be approved by the Company's shareholders, the Company's ticker will change to EWG and its website to www.ewgrouplimited.com.

 

Notwithstanding its proposed change of name, the Company will continue to seek to implement its investment policy which states that the Company may invest in a broad range of quoted and unquoted businesses, and make investments of up to, and including, 100% of businesses.

 

A full copy of the Circular, Proxy and this announcement are available on the Company's website at www.kingswalkinvestments.com.

 

The General Meeting of the Company will be held at the Company's registered office, Roseneath, The Grange, St Peter Port, Guernsey GY1 3SJ on 8 January 2013 at 12 p.m. (London time).

 

Redemption and Cancellation of Deferred Shares

The Company also announces that it has redeemed and cancelled the 185,171,673 deferred shares of 0.9p (Deferred Shares) created by the Company pursuant to a share capital re-organisation approved by the shareholders of the Company on 14 May 2012 (Redemption and Cancellation of the Deferred Shares).

 

The Deferred Shares did not entitle the holder thereof to receive notice of or attend and vote at any general meeting of the Company or to receive a dividend or other distribution or to participate in any return on capital on a winding up other than the nominal amount paid on such shares.

 

The Company had the right to redeem and cancel the Deferred Shares from any shareholder for a consideration of one penny in aggregate for all that shareholder's Deferred Shares and, as such, the Deferred Shares effectively had no value. The aggregate amount that was payable by the Company to the holders of Deferred Shares was £1.57. Accordingly, the Directors believe that, from an administration and cost perspective, it is in the best interests of all shareholders not to post one penny to each of the holders of Deferred Shares and, as such, the Redemption and Cancellation of the Deferred Shares was effected without any payment in respect thereof.

 

Kingswalk Investments Limited

Roger Parry, Director: +44 (0)1481 732 882

www.kingswalkinvestments.com

 

Daniel Stewart & Company Plc - Nominated Adviser and Broker

Antony Legge, Director, Corporate Finance: +44 (0)20 7776 6550

 

GTH Communications

Toby Hall: +44 (0)20 7 8227 493

Suzanne Johnson Walsh: +44 (0) 20 7 8227 492

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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