DAB Dexion Abs

TIDMDAB

RNS Number : 9451S

Dexion Absolute Limited

23 March 2016

23 March 2016

Dexion Absolute Limited

Result of Extraordinary General Meeting

At the Extraordinary General Meeting ("EGM") of Dexion Absolute Limited (the "Company") held today, the resolutions were passed and the Company was put into liquidation. Accordingly, a redemption request will be submitted in respect of the Company's investment in Aurora Offshore Fund II Limited ("AOFL II") for a redemption date of 30 June 2016, as set out in the circular to shareholders dated 26 February 2016.

The following resolutions were passed at the EGM:

SPECIAL RESOLUTION

THAT the Company be wound up voluntarily pursuant to section 391(1)(b) of The Companies (Guernsey) Law, 2008 (as amended);

THAT Ashley Charles Paxton and Linda Maree Johnson of KPMG Channel Islands Limited of Glategny Court, Glategny Esplanade, St Peter Port, Guernsey GY1 1WR be and they are hereby appointed liquidators of the Company (the "Liquidator") with power to act jointly and severally for the purpose of such winding up with all powers conferred on them by the Law, the articles of incorporation of the Company or by this resolution, such appointment becoming effective upon the passing of this resolution; and

THAT the remuneration of the Liquidator be fixed on the basis of time spent by them and members of their staff in attending to matters arising prior to and during the winding up of the Company and they be and they are hereby authorised to draw such remuneration monthly or at such longer intervals as they may determine, in accordance with the engagement letter and terms of business issued by KPMG Channel Islands Limited.

EXTRAORDINARY RESOLUTION

THAT, conditional on the passing of the Winding Up Resolution, the Liquidators are sanctioned to distribute the whole or any part of the assets of the Company in specie to the members in accordance with their existing rights.

 
      Result of     Total Shares       Votes cast        Votes cast 
       Resolution          voted        in favour    against (votes 
                                      (votes cast      cast against 
                                        in favour     as % of total 
                                    as % of total     Shares voted) 
                                    Shares voted) 
---  ------------  -------------  ---------------  ---------------- 
                                       31,834,319 
 1.   Pass            31,834,321         (99.99%)         2 (0.01%) 
---  ------------  -------------  ---------------  ---------------- 
 
                                       30,533,577         1,304,366 
 2.   Pass            31,837,943         (95.90%)           (4.10%) 
---  ------------  -------------  ---------------  ---------------- 
 

Votes directed to be withheld are not counted in the Total Shares voted

Votes directed to be withheld - Resolution 1: 494,187

Votes directed to be withheld - Resolution 2: 490,565

Expected Timetable

 
                                                     2016 
---------------------------------  ---------------------- 
 Cancellation of Shares             8.00 a.m. on 30 March 
  from trading on the London 
  Stock Exchange and cancellation 
  of listing of Shares 
  on the Official List 
---------------------------------  ---------------------- 
 Realisation date for                             30 June 
  AOFL II shares* 
---------------------------------  ---------------------- 
 Realisation proceeds                          By 31 July 
  of AOFL II shares received 
---------------------------------  ---------------------- 
 First settlement of Winding                 By 31 August 
  Up monies in respect 
  of the Company's investment 
  in AOFL II 
---------------------------------  ---------------------- 
 

*AOFL II may suspend or cancel redemptions of its shares in whole or part, or may withhold or delay payment of some or all of the realisation monies. That may in turn delay the liquidation distribution by the Liquidator and/or increase the costs of the Winding Up. Shareholders will still be at risk of falls in NAV in the period to 30 June 2016 in respect of the AOFL II shares and to an undetermined date in respect of the Illiquid Investments. Even after a Winding Up has commenced, Settlement Obstructions and/or market or other events could have a material adverse effect on the costs and/or timing of distributions pursuant to the Winding Up.

Settlement of Winding Up monies in respect of the Illiquid Investments is dependent on when they can be realised and no fixed date or backstop can be given.

The above times and/or dates may be subject to change and, in the event of such change, the revised times and/or dates will be notified to Shareholders by an announcement through a Regulatory Information Service.

Enquiries:

 
Linda Johnson      Tel: +44 (0) 1481 741 835 | 
 Joint Liquidator   email: restructuring-ci@kpmg.com 
 

Terms used in this announcement shall, unless the context otherwise requires, bear the meanings given to them in the Circular dated 26 February 2016.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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March 23, 2016 06:20 ET (10:20 GMT)

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