Starwood European Real Estate Finance Ltd (SWEF)
23 April 2019
Starwood European Real Estate Finance Limited (the "Company")
Publication of circular and posting of EGM Notice and Proxy Form
Starwood European Real Estate Finance Limited announces it has published a circular in connection with an Extraordinary General Meeting (the "Circular") which will be held on 15 May 2019 at 9:45 a.m. (or, if later, as soon as reasonably practicable following the conclusion or adjournment of the Annual General Meeting ("AGM") of the Company convened for the same date and place) at the registered office of the Company at 1 Royal Plaza, Royal Avenue, St Peter Port, Guernsey GY1 2HL.
The purpose of the Circular is to seek shareholder approval for certain share allotment and dis-application authorities to enable the Company to raise further funding through one or more tap issues (Additional Tap Issue Authority), which, if obtained, will supplement the authorities proposed at the Annual General Meeting on 15 May 2019.
At the AGM to be held on 15 May 2019, the Company is seeking allotment and dis-application authorities to enable the Company to carry out one or more issues of Shares, in aggregate, up to 10 per cent. of the number of Shares in issue at the AGM.
Since the implementation of the Prospectus Regulation in the United Kingdom in July 2017, issuers such as the Company can issue up to (but not including) 20 per cent. of the securities already admitted to trading over 12 months by way of issues of shares without any requirement to publish a prospectus.
Accordingly, the Company intends to supplement the 10 per cent allotment and dis-application authorities to be taken at the AGM with the Additional Tap Issue Authority, comprising a further allotment authority and dis-application authority over an additional 10 per cent. of issued Share capital to be sought at the Extraordinary General Meeting. The background to and reasons for the Additional Tap Issue Authority is set out in the Circular.
Any Shares issued under the Additional Tap Issue Authority on a non-pre-emptive basis will be issued at a premium to the then prevailing Net Asset Value per Share which will be sufficient to cover the costs and expenses of the relevant issue.
In connection with this meeting, copies of the following documents have been posted to shareholders and will provide additional details of the benefits and risks of the proposals:
The Notice of the Extraordinary General Meeting is available to view on, and download from, the Company's website at http://starwoodeuropeanfinance.com. The Notice of the Extraordinary General Meeting has also been submitted to the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/NSM
For further information, please contact:
T: +44 20 7016 3655
Apex Fund and Corporate Services (Guernsey) Limited
T: +44 1481 735879
Stifel Nicolaus Europe Limited
Gaudi Le Roux
T: +44 20 7710 7600
Starwood European Real Estate Finance Limited is an investment company listed on the main market of the London Stock Exchange with an investment objective to provide Shareholders with regular dividends and an attractive total return while limiting downside risk, through the origination, execution, acquisition and servicing of a diversified portfolio of real estate debt investments in the UK and the wider European Union's internal market. www.starwoodeuropeanfinance.com.
The Group is the largest London-listed vehicle to provide investors with pure play exposure to real estate lending.
The Group's assets are managed by Starwood European Finance Partners Limited, an indirect wholly-owned subsidiary of the Starwood Capital Group.
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