[SENTRAL] EGM on 12-Mar-2015

Stock
[SENTRAL]: SENTRAL REIT
Announcement Date
16-Feb-2015
Type
EGM
Date & Time
12-Mar-2015 09:30
Depositor Date
06-Mar-2015
Venue
Sime Darby Convention Centre Ballroom 1, Level 1 1A, Jalan Bukit Kiara 1 60000 Kuala Lumpur
Description
Notice of Unitholders' Meeting.
Notice of Meeting.pdf
Outcome

QUILL CAPITA TRUST (“QCT”)

(I)PROPOSED ACQUISITION BY MAYBANK TRUSTEES BERHAD, ACTING SOLELY IN THE CAPACITY AS THE TRUSTEE FOR AND ON BEHALF OF QCT, OF PLATINUM SENTRAL FROM MRCB SENTRAL PROPERTIES SDN BHD (“MSP”), A WHOLLY-OWNED SUBSIDIARY OF MALAYSIAN RESOURCES CORPORATION BERHAD (“MRCB”), FOR A PURCHASE CONSIDERATION OF RM740,000,000 TO BE SATISFIED VIA CASH PAYMENT OF RM476,000,000 AND THE ISSUANCE OF 206,250,000 NEW UNITS IN QCT (“UNITS”) AT AN ISSUE PRICE OF RM1.28 PER UNIT (“PROPOSED ACQUISITION”);

(II)PROPOSED EXEMPTION FOR MSP, MRCB AND PERSONS ACTING IN CONCERT WITH MSP AND/OR MRCB FROM THE OBLIGATION TO UNDERTAKE A MANDATORY OFFER FOR ALL THE REMAINING UNITS NOT ALREADY HELD BY THEM ARISING FROM THE COMPLETION OF THE PROPOSED ACQUISITION PURSUANT TO PARAGRAPH 16.1 OR PRACTICE NOTE 9 OF THE MALAYSIAN CODE ON TAKE-OVERS AND MERGERS 2010 (“PROPOSED EXEMPTION”);

(III)PROPOSED PLACEMENT OF BETWEEN 55,000,000 NEW UNITS AND 85,000,000 NEW UNITS IN QCT (“UNITS”) BY WAY OF BOOKBUILDING AT A PRICE TO BE DETERMINED LATER (“PROPOSED PLACEMENT”);

(IV)PROPOSED AUTHORITY TO ALLOT AND ISSUE UP TO 18,619,000 NEW UNITS FOR THE PURPOSE OF THE PAYMENT OF MANAGEMENT FEE TO QUILL CAPITA MANAGEMENT SDN BHD IN THE FORM OF NEW UNITS (“PROPOSED AUTHORITY”);

(V)PROPOSED INCREASE IN THE EXISTING APPROVED FUND SIZE OF QCT FROM 390,131,000 UNITS UP TO A MAXIMUM OF 700,000,000 UNITS (“PROPOSED INCREASE IN FUND SIZE”);

(VI)PROPOSED CHANGE OF NAME FROM “QUILL CAPITA TRUST” TO “MRCB-QUILL REIT” (“PROPOSED CHANGE OF NAME”); AND

(VII)PROPOSED AMENDMENTS TO THE TRUST DEED (“PROPOSED AMENDMENTS”)

(COLLECTIVELY REFERRED TO AS THE “PROPOSALS”)

This announcement should be read in conjunction with the earlier announcement made on 10 April 2014. Unless otherwise defined, the terms used in this announcement shall have the same meaning as those defined in the announcement dated 10 April 2014.

We refer to the announcement dated 16 February 2015 on the Notice of Unitholders’ Meeting (“Meeting”) of QCT.

The Board of Directors of QCM wishes to announce that the unitholders of QCT have, at the Meeting held today, approved all the resolutions as set out in the Notice of Meeting. All the resolutions were duly carried by way of poll. The results of the poll voting are attached herewith.

This announcement is dated 12 March 2015.
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