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Dato/tid 18.06.2015 08:03
Utsteder Pioneer Property Group ASA
UtstederID PPG PREF
Instrument
Marked OB
Kategori INNSIDEINFORMASJON
Informasjonspliktig   Informasjonspliktige opplysninger   Lagringspliktig melding
Vedlegg
Tittel Information about the PPG preference shares
Tekst
NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, TO 
U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN OR INTO THE 
UNITED STATES OF AMERICA, AUSTRALIA, CANADA OR JAPAN, OR ANY 
OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE 
WOULD BE UNLAWFUL.

Pioneer Property Group ASA - Information about the 
preference shares

Oslo, 18 June 2015 - Reference is made to the resolution by 
the board of directors of Oslo Børs to approve the 
preference shares (the "Preference Shares") in Pioneer 
Property Group ASA (the "Company") for listing on Oslo 
Axess.

The Preference Shares have a preferential right to receive 
dividends from the Company limited to NOK 7.5 per annum (the 
"Annual Dividend") with a NOK 1 annual step-up each year 
commencing 1 July 2020, to a maximum of NOK 10 (accordingly 
the Annual Dividend will increase by NOK 1 in year 6, 
another NOK 1 in year 7 etc.) Dividends require a resolution 
by a General Meeting, and that the Company has distributable 
equity.

The dividend is paid on a quarterly basis by one quarter (25 
percent) of the Annual Dividend, with the first record date 
scheduled 30 September 2015, and is accumulated in the event 
that the dividend paid falls below the preferential rights 
entitled by the Preference Shares. The Preference Shares do 
not carry any other entitlement to dividends. Each 
Preference Share entitles the holder to one tenth of a vote 
compared with the ordinary shares.

Following a resolution by the general meeting, the 
Preference Shares can be redeemed, wholly or partly, at an 
amount per preference share corresponding to NOK 130 if the 
redemption is done prior to 1 July 2020, or at NOK 100 per 
Preference Share if the redemption is done 1 July 2020 or 
later (the "Redemption Price"). In addition to the 
Redemption Price, the Company must pay any accrued portion 
of Preference Share dividends and interest thereon. In order 
for Preference Shares to be redeemed, the Company must have 
unrestricted equity to the extent that the Redemption Price 
exceeds the quota value of the Preference Shares.

The payment of dividend presupposes that dividends are 
permitted by law and approved by the general meeting of the 
Company.

SUMMARY OF TERMS FOR THE PREFERENCE SHARES 

Dividend: NOK 7.5 annually, with quarterly payments of NOK 
1.875 per Preference Share. The Preference Shares do not 
carry any other entitlement to dividends. The dividend 
increases by NOK 1 per Preference Share pro annum after 1 
July 2020, however, only up to a maximum of NOK 10 pro 
annum.

Voting rights: 1/10 vote per Preference Share

Non-dividend: In case the Company does not pay dividends on 
the Preference Shares or pays dividends on the Preference 
Shares which are lower than the rights carried by the 
Preference Shares according to the Articles of Association, 
the unpaid amount shall accrue and be subject to an interest 
of 5 per cent pro annum until such time that full Preference 
Share dividend have been paid out. No value transfers may be 
carried out to the holders of ordinary shares until the 
holders of Preference Shares have received full Preference 
Share dividend including interest.

Redemption: Redemption may be carried out after resolution 
by the general meeting of the Company at a price of NOK 130 
per Preference Share if the redemption is done prior to 1 
July 2020, or at NOK 100 per Preference Share if the 
redemption is done 1 July 2020 or later. If a proposal from 
the board of directors regarding redemption of Preference 
Shares is not supported by sufficient majority at the 
Company's general meeting, and such majority would have been 
achieved if the Preference Shares were disregarded, the 
preference dividend is to be reduced to NOK 0 (nil) per 
preference share per year, and shall not be increased under 
article 5 in the Articles of Association.

The Company's dissolution: At the Company's dissolution, 
Preference Shares carry preferential rights as for 
redemption.

Extraordinary majority requirements: The terms of the 
Preference Shares are governed by the Company's Articles of 
Association. To pass resolutions to issue new preference 
shares with in any respect better right to the Company's 
earnings than the Preference Shares, a decision by the 
Company's general meeting is needed where shareholders 
representing at least two thirds of both the votes and 
shares at the general meeting and shareholders representing 
at least two thirds of the Preference Shares represented at 
the General Meeting, agree to the resolution.



Further information about the Preference Shares is included 
in the prospectus dated 3 June 2015 and the company's 
articles of association. 

Enquiries
Martin P. Hoff, CFO - +47 47214721
www.pioneerproperty.no

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