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Merger of NEPI and Rockcastle: Results of the consent solicitation on NEPI notes
NEW EUROPE PROPERTY INVESTMENTS PLC ROCKCASTLE GLOBAL REAL ESTATE COMPANY LIMITED
Incorporated and registered in the Isle of Man with registered
number 001211V Incorporated in the Republic of Mauritius
Registered as an external company with limited liability under Registration number: 108869 C1/GBL
the laws of South Africa, registration number 2009/000025/10 JSE share code: ROC
JSE share code: NEP BVB share code: NEP SEM share code: ROCK.N0000
ISIN: IM00B23XCH02 ISIN: MU0364N00003
(“NEPI” or “the Company”) (“Rockcastle”)
MERGER OF NEPI AND ROCKCASTLE: RESULTS OF THE CONSENT SOLICITATION ON NEPI NOTES
NEPI announces that it successfully concluded the consent solicitation (the “Consent Solicitation”) on its EUR 400,000,000
3.750 per cent. notes due 2021 (ISIN: XS1325078308) issued by its subsidiary NE Property Cooperatief U.A. (the “Issuer’) and
unconditionally and irrevocably guaranteed by the Company (the “Notes”).
At the meeting held today at 10:30 am UK time to consider the Extraordinary Resolution (as fully described in the Consent
Solicitation Memorandum dated 9 June 2017) the necessary quorum has been achieved with 94.43 per cent. of the Aggregate
Principal Amount Outstanding of the Notes represented and the Extraordinary Resolution has been passed with 100 per cent. of
votes cast in favour.
In the context of the envisaged merger with Rockcastle, according to the Notes Prospectus, the consent of Noteholders is required
due to the change of the Guarantor from NEPI to NEPI Rockcastle Plc. The consent of Noteholders is also a condition precedent to
such merger, which condition has now been duly fulfilled.
NEPI is listed on the JSE and the Bucharest Stock Exchange. Rockcastle has its primary listings on both the JSE and the Stock
Exchange of Mauritius Ltd.
If you are a NEPI shareholder, for further information please contact:
JSE sponsor
Java Capital
Andrew Brooking +27 11 722 3052
Bucharest Stock Exchange advisor
SSIF Intercapital Invest SA
Razvan Pasol +40 21 222 8731
If you are a Rockcastle shareholder, for further information please contact:
JSE sponsor
Java Capital
Andrew Brooking +27 11 722 3052
SEM authorised representative and sponsor
Perigeum Capital Ltd +230 402 0890
Shamin A. Sookia
The board of directors of NEPI accepts full responsibility for the accuracy of the information contained in this announcement.
3 July 2017
Corporate advisor to NEPI; JSE sponsor to SEM authorised representative and
NEPI and Rockcastle sponsor to Rockcastle
Java Capital Perigeum Capital
Date: 03/07/2017 05:45:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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