RHJ International completes conversion of co-investors' interest in Kleinwort Benson Group into RHJI shares
(Thomson Reuters ONE) -
Brussels, September 23, 2014 - RHJ International ("RHJI") today announced that
it completed the conversion of the co-investors' interest of 35.13% in Kleinwort
Benson Group ("KBG") into RHJI shares. In exchange for the co-investors'
interest in KBG, 41,198,419 new shares of RHJI have been issued out of RHJI's
authorized capital, bringing the total number of issued and outstanding shares
from 91,045,745 to 132,244,164, and increasing RHJI's share capital by EUR
229,204,747 from EUR 506,527,130 to EUR 735,731,877. The use of the authorized
capital(1) has enabled us to swiftly implement the conversion and to take a
first and essential step in the simplification of RHJI's group structure.
As a result of the capital increase by way of the contributions in kind of their
KBG shares, the co-investors, who have confirmed not to be acting in concert
under the Belgian legislation on take-over bids, hold 31.2% of RHJI's share
capital. The shares have been issued to the co-investors at their par value of
EUR 5.5634(2) per share, which represents a discount of 9.8% compared to RHJI's
book value per share of EUR 6.17(3). Factors that were considered in determining
the conversion ratio included projected holding costs, exposure from
representations and warranties given in connection with the sale of legacy
industrial assets, increased ownership in KBG as a result of post-closing
adjustments and, more importantly, a lock-up on the newly issued shares that
will expire in March 2017.
More details on the capital increase are available in the special report from
the Board of Directors which was prepared in accordance with article 602 of the
Belgian Companies' Code and is available on RHJI's corporate website
(http://www.rhji.com/RHJI/Investors/Shareholder-Information/Capital-Increase-
through-Authorized-Capital/page.aspx/325).
Following the completion of the conversion, KBG is a wholly owned subsidiary of
RHJI and will be eliminated from the holding structure. This further
simplification is subject to appropriate regulatory approval and is expected to
complete early 2015.
About RHJ International:
RHJ International (Euronext: RHJI) is a limited liability company incorporated
under the laws of Belgium, having its registered office at Avenue Louise
326, 1050 Brussels, Belgium. RHJ International is a financial services group
with principal activities in wealth management, asset management and merchant
banking. For further information visit: www.rhji.com.
For further information, please contact:
Jean-Marc Roelandt
Managing Director
RHJ International
Tel: +32 2 643 6019
E-mail: jroelandt(at)rhji.com
(1) The authorized capital consists in the authorization granted to the Board of
Directors by the Extraordinary Shareholders' Meeting of September 15, 2009, to
increase RHJI's share capital on one or more occasions by a maximum amount of
EUR 663,955,470 originally (currently EUR 475,927,130) during the period
starting on October 6, 2009, and expiring on October 5, 2014.
(2) Rounded figure calculated as share capital divided by the number of
outstanding shares.
(3) As reported in RHJI's half-year earnings release dated August 28, 2014.
Full Press Release (PDF):
http://hugin.info/135946/R/1856834/650586.pdf
This announcement is distributed by GlobeNewswire on behalf of
GlobeNewswire clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: RHJ International SA via GlobeNewswire
[HUG#1856834]
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Bereitgestellt von Benutzer: hugin
Datum: 23.09.2014 - 20:15 Uhr
Sprache: Deutsch
News-ID 341730
Anzahl Zeichen: 4298
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Town:
Brussels
Kategorie:
Business News
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