Wrap Text
Results of Scheme Meetings
Irongate Group (JSE: IAP)
Comprising Irongate Property Fund I (IPF I, ARSN 162 067 736) and Irongate Property Fund II (IPF II,ARSN 644 081 309), established in Australia
and registered with ASIC as managed investment schemes
Operated by Irongate Funds Management Limited (ACN 071 514 246; AFSL 290 909) (Responsible Entity)
IPF I is registered as a foreign collective investment scheme in terms of the Collective Investment Schemes Control Act No.45 of 2002
ISIN: AU0000046005
(IAP or the Fund)
Results of Scheme Meetings
Irongate Funds Management Limited (IAP RE) as responsible entity of Irongate Property Fund I
(IPF I) and Irongate Property Fund II (IPF II) (together, IAP) refers to the proposal by Charter
Hall PGGM Industrial Partnership No.2 (CHPIP) under which it is proposed that CHPIP acquire
100% of the units in IPF I, and Charter Hall Holdings Pty Limited acquire 100% of the units in
IPF II by way of inter-conditional trust schemes (Proposal).
Voting results
Securityholders are advised that the resolutions to approve the Proposal (Proposal
Resolutions) as set out in the Notice of Meeting included in the Scheme Booklet dated 19 May
2022 were passed by the requisite majorities of IAP securityholders at the Scheme Meetings
held earlier today.
The results of the Proposal Resolutions are as follows:
% of issued capital Number
Total number of securities 46.11% 312,420,414
present/represented including
proxies at meeting
Resolution Proposed For** Against** Abstain*
Resolution 1- Ordinary resolution: 311,859,067 138,871 0.05%
IPF I Trust Acquisition 99.95% 0.04%
Resolution 2 – Ordinary resolution: 311,895,067 102,871 0.04%
IPF II Trust Acquisition 99.96% 0.03%
Resolution 3 – Special resolution: 447,312,854 102,821 0.05%
IPF I Trust Constitution Amendment 99.98% 0.02%
Resolution 4 – Special resolution: 447,312,854 102,821 0.05%
IPF II Trust Constitution Amendment 99.98% 0.02%
Resolution 5 – Special resolution: 447,312,854 102,821 0.00%
IPF I De-Stapling Resolution 99.98% 0.02%
Resolution 6 – Special resolution: 447,312,854 102,821 0.05%
IPF II De-Stapling Resolution 99.98% 0.02%
*in relation to total issued capital
**in relation to total number of securities voted at the Scheme Meetings
A copy of the Chair’s address delivered at today’s Scheme Meetings is available for inspection
by securityholders using the following link:
https://www2.asx.com.au/markets/company/IAP
Next Steps
The Proposal remains subject to receipt of the judicial advice in relation to implementation of the
Proposal at the Second Court Date. IAP RE has a scheduled Court hearing for the Proposal at
9:15am on Tuesday, 5 July 2022 (Sydney time) (Second Court Date) to obtain judicial advice
in relation to implementation of the Proposal.
If the Court provides the judicial advice in relation to implementation of the Proposal, IAP RE will
execute the Supplemental Deeds to amend the constitutions of IPF I and IPF II and lodge the
executed Supplemental Deeds with ASIC, following which the Proposal will become legally
effective and IAP Securities will be suspended from trading on the ASX and the JSE.
If the Second Judicial Advice is provided by the Court on the Second Court Date on 5 July
2022, it is currently expected that the Proposal will be implemented on Friday, 15 July 2022.
Key dates and timetable(1)
As previously announced, the key dates for implementation of the Proposal are set out below:
Event Expected Date
Second Court Date Tuesday, 5 July 2022
The date on which the Schemes become Following receipt of Second Judicial Advice
unconditional, and the finalisation announcement is (expected to be on Tuesday, 5 July 2022)
released on SENS, including the currency
conversion rate.
Last day for trading in IAP Securities on the JSE Tuesday, 5 July 2022 (Johannesburg time)
and the last day IAP Securityholders can transfer
IAP Securities between the Australian Register and
South African Register
Effective Date Wednesday, 6 July 2022
The date on which the Schemes become Effective
and are binding on IAP Securityholders.
Last day of trading in IAP Securities on the ASX.
IAP Securities suspended from trading from close
of trading on the ASX.
IAP Securities suspended from trading on the JSE Wednesday, 6 July 2022 (Johannesburg time)
from open of trading on the JSE.
Procedure to remove IAP Securities from the
official list of the JSE is initiated by the JSE.
Record Date Friday, 8 July 2022
All IAP Securityholders who hold IAP Securities on
the Record Date will be entitled to receive the
Scheme Consideration.
Implementation Date Friday, 15 July 2022
All Scheme Participants will receive the Scheme
Consideration to which they are entitled on this
date.
Delisting Date Monday, 18 July 2022
Removal of IAP Securities on the official lists of the
ASX and the JSE at commencement of trade
expected to be on this date.
Footnote:
(1) Capitalised terms in this footnote and in the above timetable included have the meaning given to them in the Scheme
Booklet. Unless otherwise stated, all times referred to in this announcement are times in Sydney, Australia. All dates are
indicative only and are conditional on the provision of the Second Judicial Advice by the NSW Supreme Court. No
dematerialisation or rematerialisation of IAP Securities and no transfer of IAP Securities between the Australian
Register and South African Register may take place from the commencement of business on the business day following
the last day for trading in IAP Securities on the JSE and ASX expected to be on Tuesday, 5 July 2022. Any changes to
the above timetable will be announced through the ASX and the JSE and notified on IAP Group’s website
(irongategroup.com.au). Any obligation to do an act by a specified time in an Australian time zone must be done at the
corresponding time in any other jurisdiction.
Further information
IAP securityholders can obtain further information in relation to the Proposal by visiting IAP’s
website (www.irongategroup.com.au) or calling the IAP securityholder information line on 1300
620 419 (within Australia) or +613 9415 4314 (outside Australia) between 8.30am and 5.00pm
(Sydney time) Monday to Friday, excluding public holidays.
IAP securityholders holding IAP securities on the South African Register should direct their
queries to their broker or CSDP.
Sponsor: Investec Bank Limited
Johannesburg
29 June 2022
Date: 29-06-2022 12:32:00
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