REG - Burford Capital Ltd - 2025 AGM Logistics

Burford CapitalAnnouncement

17/10/2024 11:00

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RNS Number : 4783I  Burford Capital Limited  17 October 2024

 

October 17, 2024

 

 

Burford Capital Announces Certain Information in Connection with its 2025
Annual General Meeting

 

Burford Capital Limited ("Burford" or the "Company"), the leading global
finance and asset management firm focused on law, today announces certain
information in connection with its 2025 annual general meeting (the "2025
AGM"). As previously disclosed in a report on Form 6-K furnished to the US
Securities and Exchange Commission (the "SEC") on August 5, 2024, the Company
has determined that, effective as of January 1, 2025, it will no longer
qualify as a "foreign private issuer", as defined under the US Securities
Exchange Act of 1934, as amended (the "Exchange Act"), and will be considered
a US domestic issuer. The Company expects to hold the 2025 AGM in May 2025.
The 2025 AGM will be held at a date, time and location to be specified in the
Company's proxy statement related to the 2025 AGM for which the Company
expects to utilize and rely on the notice-and-access method of delivering
meeting materials, soliciting proxies and receiving voting instructions from
shareholders adopted by the SEC. Because the 2025 AGM will be the Company's
first annual general meeting as a US domestic issuer, the Company is providing
the following due dates for the submission of qualified shareholder proposals
or qualified shareholder nominations, as applicable, in this announcement.

 

Shareholder Proposals Under Rule 14a-8

The deadline for submitting a shareholder proposal for inclusion in the
Company's proxy materials for the 2025 AGM pursuant to Rule 14a-8 under the
Exchange Act ("Rule 14a-8") is December 13, 2024, which the Company
considers a reasonable time before it begins to print and mail proxy
materials. For a shareholder proposal to be considered in accordance with Rule
14a-8, it must be received by the secretary of the Company at the Company's
registered office at Oak House, Hirzel Street, St. Peter Port, Guernsey GY1
2NP by such date and must comply with all other procedures and requirements
set forth in Rule 14a-8.

 

Director Nominations and Other Shareholder Proposals

In accordance with the advance notice requirements set forth in the Company's
articles of incorporation (the "Articles"), for director nominations or other
business to be brought before the 2025 AGM by a shareholder, other than
proposals under Rule 14a-8 described above, written notice to the secretary of
the Company must be received at the Company's registered office at Oak House,
Hirzel Street, St. Peter Port, Guernsey GY1 2NP between the close of business
on January 15, 2025 and the close of business on February 14, 2025. However,
if the 2025 AGM is held earlier than April 15, 2025 or later than July 14,
2025, a shareholder's notice must be received not earlier than the close of
business on the hundred-and-twentieth (120th) day prior to the date of the
2025 AGM and not later than the close of business on the later of the
ninetieth (90th) day prior to the date of the 2025 AGM or, if the first public
announcement of the date of such annual meeting is less than one-hundred (100)
days prior to the date of the 2025 AGM, the tenth (10th) day following the day
on which public announcement of the date of the 2025 AGM is first made by the
Company. Furthermore, such shareholder notices must comply with the additional
requirements set forth in the Articles and will not be effective otherwise.

 

In addition to satisfying the requirements under the Articles, to comply with
the SEC's universal proxy rules, shareholders who intend to solicit proxies in
support of director nominees other than the Company's director nominees must
provide notice by the same deadline as disclosed above under the advance
notice requirements of the Articles and must include the information required
by the Articles and Rule 14a-19 under the Exchange Act.

 

 

For further information, please contact:

 

 Burford Capital Limited
 For investor and analyst inquiries:
 Americas: Josh Wood, Head of Investor Relations - email                       +1 212 516 5824
 (mailto:jwood@burfordcapital.com)
 EMEA & Asia: Rob Bailhache, Head of EMEA & Asia Investor Relations -          +44 (0)20 3530 2023
 email (mailto:rbailhache@burfordcapital.com)
 For press inquiries:
 David Helfenbein, Vice President, Public Relations - email                    +1 212 516 5824
 (mailto:media@burfordcapital.com)

 Deutsche Numis - NOMAD and Joint Broker                                       +44 (0)20 7260 1000
 Giles Rolls
 Charlie Farquhar

 Jefferies International Limited - Joint Broker                                +44 (0)20 7029 8000
 Graham Davidson
 James Umbers

 Berenberg - Joint Broker                                                      +44 (0)20 3207 7800
 Toby Flaux
 James Thompson
 Yasmina Benchekroun

About Burford Capital

Burford Capital is the leading global finance and asset management firm
focused on law. Its businesses include litigation finance
(https://www.burfordcapital.com/) and risk management, asset recovery and a
wide range of legal finance and advisory activities. Burford is publicly
traded on the New York Stock Exchange (NYSE: BUR) and the London Stock
Exchange (LSE: BUR), and it works with companies and law firms around the
world from its offices in New York, London, Chicago, Washington, DC,
Singapore, Dubai and Hong Kong.

 

For more information, please visit www.burfordcapital.com
(http://www.burfordcapital.com) .

 

 

This announcement does not constitute an offer to sell or the solicitation of
an offer to buy any ordinary shares or other securities of Burford.

 

This announcement does not constitute an offer of any Burford private fund.
Burford Capital Investment Management LLC, which acts as the fund manager of
all Burford private funds, is registered as an investment adviser with the
US Securities and Exchange Commission. The information provided in this
announcement is for informational purposes only. Past performance is not
indicative of future results. The information contained in this announcement
is not, and should not be construed as, an offer to sell or the solicitation
of an offer to buy any securities (including, without limitation, interests or
shares in any of Burford private funds). Any such offer or solicitation may be
made only by means of a final confidential private placement memorandum and
other offering documents.

 

Forward-looking statements

This announcement contains "forward-looking statements" within the meaning of
Section 21E of the US Securities Exchange Act of 1934, as amended, regarding
assumptions, expectations, projections, intentions and beliefs about future
events. These statements are intended as "forward-looking statements". In some
cases, predictive, future-tense or forward-looking words such as "aim",
"anticipate", "believe", "continue", "could", "estimate", "expect",
"forecast", "guidance", "intend", "may", "plan", "potential", "predict",
"projected", "should" or "will" or the negative of such terms or other
comparable terminology are intended to identify forward-looking statements,
but are not the exclusive means of identifying such statements. In addition,
Burford and its representatives may from time to time make other oral or
written statements that are forward-looking, including in its periodic reports
that Burford files with, or furnishes to, the US Securities and Exchange
Commission, other information made available to Burford's security holders and
other written materials. By their nature, forward-looking statements involve
known and unknown risks, uncertainties and other factors because they relate
to events and depend on circumstances that may or may not occur in the future.
Burford cautions that forward-looking statements are not guarantees of future
performance and are based on numerous assumptions, expectations, projections,
intentions and beliefs and that Burford's actual results of operations,
including its financial position and liquidity, and the development of the
industry in which it operates, may differ materially from (and be more
negative than) those made in, or suggested by, the forward-looking statements
contained in this announcement. Significant factors that may cause actual
results to differ from those Burford expects include, among others, those
discussed under "Risk Factors" in Burford's annual report on Form 20-F for the
year ended December 31, 2023 filed with the US Securities and Exchange
Commission on March 28, 2024 and other reports or documents that Burford files
with, or furnishes to, the US Securities and Exchange Commission from time to
time. In addition, even if Burford's results of operations, including its
financial position and liquidity, and the development of the industry in which
it operates are consistent with the forward-looking statements contained in
this announcement, those results of operations or developments may not be
indicative of results of operations or developments in subsequent periods.

 

Except as required by law, Burford undertakes no obligation to update or
revise the forward-looking statements contained in this announcement, whether
as a result of new information, future events or otherwise.

 

 

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