7th Apr 2010 12:04
LIBERTY INTERNATIONAL PLC
7 April 2010
RESULTS OF PROXY VOTING AT EXTRAORDINARY GENERAL MEETING
Liberty International PLC announces that at its Extraordinary General Meeting held earlier today, the Demerger Resolutions proposed in the notice of the Extraordinary General Meeting set out in the circular to shareholders dated 12 March 2010 (the "Circular") were duly passed by the requisite majorities on a show of hands.
Proxy appointments were validly made in respect of 443,452,669 Liberty International PLC ordinary shares. Details of the proxy votes received in relation to each of the Demerger Resolutions are set out below:
1. |
Cancellation of Liberty International PLC Share Premium Account |
Votes For |
Percentage of votes cast |
Votes Against |
Votes Withheld |
|
UK Register: |
242,475,140 |
99.77% |
569,145 |
2,726,013 |
|
SA Register: |
106,514,605 |
53.88% |
91,167,766 |
0 |
|
TOTAL: |
348,989,745 |
79.19% |
91,736,911 |
2,726,013 |
|
|
|
|
|
|
2. |
Approval of the Demerger; Capital & Counties Reduction of Capital; authority to allot redeemable shares; approval of the Share Schemes of Capital & Counties; and the change of name of Liberty International |
Votes For |
Percentage of votes cast |
Votes Against |
Votes Withheld |
|
UK Register: |
239,443,441 |
99.22% |
1,870,468 |
4,456,389 |
|
SA Register: |
106,514,578 |
53.88% |
91,167,763 |
30 |
|
TOTAL: |
345,958,019 |
78.81% |
93,038,231 |
4,456,419 |
Notes
1. Any proxy appointments which gave discretion to the Chairman have been included in the 'for' total.
2. A 'vote withheld' is not a vote in law and is not counted in the calculation of the proportion of the votes for or against a resolution.
Patrick Burgess, Chairman of Liberty International, commented:
"We are pleased with the shareholder support for the Demerger reflected in today's vote, which is the next step in the creation of two strong and focused businesses with different characteristics and attractions for shareholders as a response to the changing real estate market environment. We believe that as standalone businesses both Capital Shopping Centres and Capital & Counties will be best positioned to execute their own significant strategic plans and deliver strong shareholder returns over time."
Completion of the Demerger remains subject to, amongst other things, the confirmation of the Liberty International Reduction of Capital by the Court. The court hearing to confirm the Reduction of Capital will be held on 4 May 2010. The Demerger is expected to become unconditional on 7 May 2010.
A detailed timetable of events for the Demerger is set out in the Circular. A summary of the expected timetable is set out in Appendix A.
Unless stated otherwise, capitalised terms used in this announcement shall have the same meanings as in the Circular.
Copies of the resolutions passed at the Extraordinary General Meeting have been submitted to the UK Listing Authority and will be shortly available for inspection by the public during normal business hours on any weekday (public holidays excepted) at the UK Listing Authority's Document Viewing Facility, which is situated at The Financial Services Authority, 25 The North Colonnade, Canary Wharf, London E14 5HS, United Kingdom (Tel: +44 (0)20 7676 1000). The full text of this announcement can also be viewed on Liberty International PLC's website at: http://www.liberty-international.co.uk/.
Enquiries
Susan Folger, Company Secretary
Telephone +44 207 887 7073
Appendix A - Expected timetable
Last day to trade Liberty International Ordinary Shares on the LSE and the JSE under the old name of Liberty International PLC cum entitlement to participate in the Demerger |
Friday 7 May 2010 |
Liberty International Reduction of Capital becomes effective |
Friday 7 May 2010 |
Change of name of Liberty International to Capital Shopping Centres Group PLC |
close of business on Friday 7 May 2010
|
Commencement of dealings in the Capital & Counties Ordinary Shares on the LSE on a "when issued basis" and listing of and commencement of dealings in the Capital & Counties Ordinary Shares on the JSE |
8.00 a.m. on Monday 10 May 2010
|
First day of dealings in Liberty International (now Capital Shopping Centres) Ordinary Shares ex entitlement to participate in the Demerger |
Monday 10 May 2010 |
Record Time for purposes of determining holders of Liberty International Ordinary Shares entitled to participate in the Demerger and the South African record date for the name change |
6.00 p.m. on Friday 14 May 2010 |
Admission to trading, listing of and commencement of dealings in the Capital & Counties Ordinary Shares on the London Stock Exchange |
8.00 a.m. on Monday 17 May 2010 |
Settlement on the LSE and JSE |
8.00 a.m. on Monday 17 May 2010 |
Capital & Counties Reduction of Capital becomes effective |
Tuesday 18 May 2010 |
All times are London times.
|
|
This announcement is not a prospectus but an advertisement and investors should not acquire any new ordinary shares in Capital & Counties referred to in this announcement except on the basis of the information contained in the prospectus published by Capital & Counties on 12 March 2010 and any supplement or amendment thereto.
This announcement is for information purposes only and does not constitute an offer to sell or the solicitation of an offer to buy any securities or investment advice in any jurisdiction.
The securities to which this announcement relate have not been and are not required to be registered under the US Securities Act. These securities have not been approved or disapproved by the US Securities and Exchange Commission, any state securities commission in the United States or any US regulatory authority, nor have any of the foregoing authorities passed upon or endorsed the merits of the offering of these securities or the accuracy or adequacy of this document. Any representation to the contrary is a criminal offence in the United States
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