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RAVEN PROPERTY GROUP LIMITED - Result of General Meeting and Class Meetings

Release Date: 31/07/2020 16:30
Code(s): RAV     PDF:  
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Result of General Meeting and Class Meetings

Raven Property Group Limited
Incorporated in Guernsey
Company number 43371
LSE share code: RAV; JSE share code: RAV
ISIN:GB00B0D5V538
(“Raven” or the “Company”)


                                    Result of General Meeting and Class Meetings

Raven is pleased to announce that at the General Meeting of the Company and Class Meetings of Convertible
Preference Shareholders and Preference Shareholders held earlier today, all resolutions were duly passed.

A summary of the votes lodged by proxy at the General Meeting is set out below:

Resolution                     For (see note 1)         Against (see note 1)       Number of       Total votes
                               Number of        %        Number of         %            votes             cast
                                    votes                    votes                   withheld
                                                                                  (see note 2)
1*    That the articles of    397,104,511      99.65       1,408,402      0.35         23,112      398,512,913
      incorporation be
      amended by the
      inclusion of a new
      article numbered
      8.1.9
2*    That the articles of    454,056,427      98.98       4,676,011      1.02         35,112      458,732,438
      incorporation be
      amended by the
      inclusion of a new
      article numbered
      2.6.11
3     That the Re-            625,818,499      95.95      26,427,513      4.05         17,872      652,246,012
      designation of
      Convertible
      Preference Shares
      into Ordinary
      Shares and
      Preference Shares
      be approved.

*Special Resolution

The results set out above in relation to Resolution 2 and Resolution 3 take into account the fact that Preference
Shareholders and Convertible Preference Shareholders respectively were permitted to vote on those
resolutions. In the case of Resolution 2, each Preference Shareholder had one vote and in the case of
Resolution 3 each Convertible Preference Shareholder had one vote for each Ordinary Share it would have held
if all of the Convertible Preference Shares registered in its name had been converted into Ordinary Shares at
the applicable Conversion Rate on the business day immediately preceding the record date for the General
Meeting.

A summary of the votes lodged by proxy at the Convertible Preference Shareholder Meeting is set out below:

Resolution                      For (see note 1)        Against (see note 1)       Number of       Total votes
                                Number of        %       Number of         %            votes             cast
                                     votes                   votes                   withheld
                                                                                  (see note 2)
1*     To approve the          150,765,290     91.16      14,618,748       8.84              -     165,384,038
       variation of rights
       in connection with
       the re-designation
       of Convertible
       Preference Shares
       into Ordinary
       Shares and
       Preference Shares.

*Special Resolution


A summary of the votes lodged by proxy at the Preference Shareholder Meeting is set out below:

Resolution                              For (see note 1)            Against (see note 1)            Number of        Total votes
                                        Number of        %           Number of         %                 votes              cast
                                            votes                         votes                       withheld
                                                                                                   (see note 2)
1*     To approve the                   57,071,793        94.56         3,282,609        5.44           12,000        60,354,402
       variation of rights
       attaching to the
       Preference Shares
       arising out of the
       proposed amendment
       to the Articles by the
       insertion of a new
       article numbered
       2.6.11

*Special Resolution

Notes:
1. "Votes For" includes those giving the Chairman discretion and votes "For" and "Against" are expressed as a percentage of votes
received.
2. A "Vote Withheld" is not a vote in law and is not counted in the calculation of the votes "For" and "Against" a resolution.
3. Total number of ordinary shares in issue at 6.00p.m. on 29 July 2020 was 489,746,016 Ordinary Shares. 81.37% of voting capital was
instructed.
4 Total number of Convertible Preference Shares in issue at 6.00p.m. on 29 July 2020 was 198,176,868 Convertible Preference Shares.
83.45% of voting capital was instructed.
5 Total number of Preference Shares in issue at 6.00p.m. on 29 July 2020 was 100,277,220 Preference Shares 60.19% of voting capital
was instructed.

Copies of the resolutions passed at today's General Meeting and Class Meetings will be available at the
National       Storage      Mechanism        and    are  available   for     viewing     online      at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism

Defined terms used in this announcement shall have the same meaning as set out in the Circular to Ordinary
Shareholders dated 14 July 2020.

Expected Timetable and Security Information

Completion of the Re-designation                                                              00.00 on 30 September 2020

Expected admission and commencement of dealings in each of the New                               8.00 a.m. on 30 September
Ordinary Shares and the New Preference Shares on the London Stock                                                     2020
Exchange’s Main Market(1)

CREST accounts credited with the New Ordinary Shares and New                                              30 September 2020
Preference Shares

Despatch of definitive share certificates in respect of the New Ordinary                                     14 October 2020
Shares and New Preference Shares
(1)
   Dealings in New Ordinary Shares are expected to commence at 8.00am on 30 September on (i) The International Stock Exchange (ii)
the main board of the Johannesburg Stock Exchange; and (iii) on the Moscow Stock Exchange. Dealings in the New Preference Shares are
expected to commence on The International Stock Exchange at 8.00a.m.on 30 September 2020.



Update on purchase of ordinary shares, preference shares and convertible preference shares from
Invesco Asset Management Limited (“Invesco”)

As announced on 11 March 2020 the long stop date for each of the conditional purchase agreements is 31 July
2020. Given current issues related to Covid, the Company and Invesco are continuing discussions relating to
the potential acquisition of the Invesco shareholdings.


31 July 2020
JSE Sponsor: Rencap Securities (Pty) Limited

Enquiries

  Raven Property Group Limited                                                        Tel: + 44 (0) 1481 712955
  Anton Bilton
  Glyn Hirsch

  Novella Communications (public relations adviser)                                   Tel: +44 (0) 203 151 7008
  Tim Robertson
  Fergus Young

  N+1 Singer (Sponsor and UK Broker to the Re-                                        Tel: +44 (0) 20 7496 3000
  Designation)
  Corporate Finance - James Maxwell / James Moat
  Sales - Alan Geeves / James Waterlow

  Numis Securities Limited (UK joint broker)                                          Tel: + 44 (0) 207 260 1000
  Alex Ham / Jamie Loughborough / Alasdair Abram
  Nathan Brown / George Shiel

  Renaissance Capital (South African broker)                                              Tel: +27 (11) 750 1448
  Yvette Labuschagne

  Renaissance Capital (Russian broker)                                                     Tel: + 7 495 258 7770
  David Pipia

  Ravenscroft (TISE sponsor)                                                          Tel: + 44 (0) 1481 729100
  Emma Ozanne


About Raven Property Group

Raven Property Group Limited was founded in 2005 to invest in class A warehouse complexes in Russia and
lease to Russian and International tenants. Its Ordinary Shares and preference shares are listed on the Main
Market of the London Stock Exchange and admitted to the Official List of the UK Listing Authority and the
Official List of The International Stock Exchange (“TISE”). Its Ordinary Shares also have a secondary listing on
the main board of the Johannesburg Stock Exchange and the Moscow Stock Exchange. Its convertible
preference shares are admitted to the Official List of TISE and to trading on the SETSqx market of the London
Stock Exchange. The Group operates out of offices in Guernsey, Moscow and Cyprus and has an investment
portfolio of circa 1.9 million square metres of Grade "A" warehouses in Moscow, St Petersburg, Rostov-on-Don,
Novosibirsk and Nizhny Novgorod and 49,000 square metres of commercial office space in St Petersburg. For
further information visit the Company’s website: www.theravenpropertygroup.com

Date: 31-07-2020 04:30:00
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