REG - Fondul Proprietatea - Commencement of the process to cancel GDRs trading

Fondul Proprietatea SAAnnouncement

12/12/2024 16:45

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RNS Number : 9245P  Fondul Proprietatea S.A.  12 December 2024

 To:          Bucharest Stock Exchange                                            Report date:

                 Financial Supervisory Authority                                  12 December 2024

                 London Stock Exchange

                                                                                  Name of the issuing entity:

 Current report according to Article 234 para. (1) letter k) of the Financial     Fondul Proprietatea S.A.
 Supervisory Authority Regulation no. 5/2018 on issuers of financial

 instruments and market operations, as well as the provisions of Article 99
 letter f) of the Code of the Bucharest Stock Exchange, Title II, Issuers and

 Financial Instruments.                                                           Registered office:

 Important events to be reported:                                                 76-80 Buzesti Street

 NOTICE OF THE COMMENCEMENT OF THE PROCESS TO CANCEL TRADING OF THE GDRS, AS      7(th) floor, district 1,
 WELL AS TO TERMINATE THE GDR DEPOSIT AGREEMENT

                                                                                Bucharest, 011017
 Franklin Templeton International Services S.À R.L., in its capacity of

 alternative investment fund manager and sole director ("AIFM" or "Fund
 Manager") of Fondul Proprietatea S.A. ("the Fund"), would like to inform

 shareholders of the initiation of the cancellation of trading with respect to    Phone/fax number:
 the global depositary receipts ("GDRs") from the Specialist Fund Segment

 ("SFS") of the Main Market of the London Stock Exchange plc (the "London Stock   Tel.: + 40 21 200 96 00
 Exchange") (the "Delisting") and of the termination of the Deposit Agreement

 in respect of the GDRs dated 27 April 2015 between the Fund and The Bank of      Fax: +40 31 630 00 48
 New York Mellon (the "Depositary") (the "GDR Deposit Agreement").

 As announced on 2 December 2024 by Resolution no. 8 of 2 December 2024, the

 Extraordinary General Meeting of the Fund's Shareholders (the "EGMS") approved   Email:
 the Delisting with a majority of 96.27% of the total votes held by the

 shareholders present or represented at the EGMS. Following such Resolution of    office@fondulproprietatea.ro (mailto:office@fondulproprietatea.ro)
 the EGMS, the Fund announces today the commencement of the process for the

 cancellation of trading of the GDRs representing ordinary shares of the Fund
 on the SFS of the London Stock Exchange.

                                                                                Internet:
 The GDRs were admitted to trading on the Specialist Fund Market (as it was

 then called) on 29 April 2015. At that time, the GRDs listing on the London      www.fondulproprietatea.ro (http://www.fondulproprietatea.ro)
 Stock Exchange was considered by the Company for the purpose of attracting

 additional demand for the Company's shares and to pursue potential benefits,
 such as broadening the foreign institutional investor base not active in

 Romania at the time, increased visibility of the Company, increased research     Sole Registration Code with the Trade Register Office:
 coverage and potential valuation uplift. Since then, after an all-time high

 reached on 22 January 2016, the GDRs volume in issue has recorded a decreasing   18253260
 trend. As of 30 September 2024, GDRs accounted for only 2.70% of the Company's

 share capital, representing 96,138,500 shares, which the Company believes
 reflects a low level of investors' interest in the GDRs, which is corroborated

 with an increase in investors' interest in the Bucharest Stock Exchange.         Order number in the Trade Register:

 As compared to 2015, the average daily trading value of the GDRs decreased by    J40/21901/2005
 over 97% in 2024 to an average of USD 40,289 per day.

 In light of the above, it appears that the GDRs listing on the London Stock

 Exchange has met its purpose as liquidity appears to have flowed back to the     Subscribed and paid-up share capital:
 local market due to the broadening of the foreign institutional investor base

 active in Romania, which benefited the Company, the other portfolio companies    RON 1,849,342,164.28
 of the Company and the Romanian capital market in general.

 Against this background and considering also the ongoing regulatory compliance

 and administrative costs the Company incurs as a result of its London listing,
 the Company does not see the benefit of maintaining this listing.

 Consequently, the Company is now seeking the cancellation of the trading of      Number of shares in issue and paid-up:
 its GDRs on the Specialist Fund Segment (the "Delisting").

                                                                                3,556,427,239
 As announced including via a Regulatory Information Service on 22 October

 2024(( 1 )), the Company convened an extraordinary general meeting of its
 shareholders on 2 December 2024 to, amongst other things, approve the

 Delisting (the "EGMS"). The relevant resolutions to approve the Delisting were   Regulated market on which the issued securities are traded:
 passed at the EGMS by a majority of 96.27% of the total votes held by the

 present or represented shareholders.(( 2 ))                                      Shares on Bucharest Stock Exchange

 An application has been made to the London Stock Exchange for trading in the     GDRs on London Stock Exchange
 GDRs to be cancelled, with effect from 25 April 2025.

 The last day of trading in the GDRs on the London Stock Exchange is expected

 to be 24 April 2025.

 The cancellation of the trading in the GDRs on the London Stock Exchange is
 expected to take effect at or about 8:00 am (UK time) on 25 April 2025.

 Shortly after this announcement, the Company shall also serve a formal notice
 to the Depositary to terminate the GDR Deposit Agreement.

 Further information on the actions to be taken by holders of GDRs in
 connection with the Delisting will be provided by the Depositary at least 90
 days prior to the date of cancellation of the trading in the GDRs on the
 London Stock Exchange.

 Franklin Templeton International Services S.À R.L, in its capacity of
 alternative investment fund manager and sole director of FONDUL PROPRIETATEA
 S.A.

 Johan MEYER

 Permanent Representative

 

 1  (#_ftnref1)
https://www.londonstockexchange.com/news-article/FP./convening-notice-of-the-2-december-2024-o-egsm/16727184
(https://www.londonstockexchange.com/news-article/FP./convening-notice-of-the-2-december-2024-o-egsm/16727184)
 

 2  (#_ftnref2)
https://www.londonstockexchange.com/news-article/FP./2-december-2024-gsm-full-text-resolutions/16793500
(https://www.londonstockexchange.com/news-article/FP./2-december-2024-gsm-full-text-resolutions/16793500)

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