Paris, 3 April 2013 - Altamir Amboise has received from two of its shareholders, ADAM and MONETA Asset Management, a joint request to include an additional resolution (Resolution A) in the agenda, seeking to authorize the Manager to repurchase the company's shares with a view "to optimize the management of net asset value per share through the repurchase of shares, and when applicable, their cancellation by way of a capital reduction, subject to an extraordinary general assembly vote on a specific resolution for this purpose."
As this request for registration fulfills all of the requisite criteria, the Company has decided to register the resolution within the agenda of the Annual General Meeting of shareholders to be held on 18 April 2013.
However, after analyzing this resolution, the Company's lawyers have concluded that it is irregular and inapplicable for the following reasons:
- The ambiguous writing of the draft does not allow for the determination of the nature of the transaction sought. While the resolution is written as an authorization to be granted to the Manager, the steps to implement the transaction are written as an obligation.
- The objective of the resolution is not included within the four objectives strictly defined by the law for share buy-backs.
- The buy-back mechanism proposed implies an intent to act on the share price, which issuers are forbidden to do on their own shares.
- Since no resolution has been proposed to authorize the cancellation of repurchased shares, the implementation of the proposed resolution is impossible.
- The transaction that is being sought is a de facto capital reduction, and does not abide by the rules governing such transactions.
Additionally, the proposed resolution goes against the interest of Altamir Amboise and its shareholders, which is to invest as long as the company's resources are not greater than its investment capacity. Given its current commitments, Altamir Amboise's investment capacity will out-pace its resources for the next five years.
Consequently, the Manager cannot recommend the adoption of the proposed resolution and recommends that shareholders reject Resolution A presented by Moneta and the ADAM.
The Manager's Supplementary Report, which further develops these points, is available on the company's website.
About Altamir Amboise
Altamir Amboise is a listed private equity company with approximately ¤500 million in assets under management. The objective of Altamir Amboise is to grow its net asset value (NAV) and to outperform the most relevant indices (CAC Mid & Small, and LPX Europe).
Altamir Amboise invests through the funds managed by Apax Partners France, a leading private equity firm in French-speaking Europe, and through Apax Partners LLP, one of the world's leading private equity investment groups. Both firms target buyout and growth capital investments in which they are majority shareholders or lead investors, and help management teams to implement ambitious value creation plans.
Altamir Amboise provides access to a diversified portfolio of fast-growing companies across Apax's sectors of specialization: Technology, Media, Telecom, Retail & Consumer, Healthcare, and Business & Financial Services. The portfolio is also diversified by size and geography: mid-sized companies in French-speaking European countries; and larger companies across Europe, North America and key emerging markets (China, India, Brazil).
Altamir Amboise is listed, since its inception in 1995, on the NYSE Euronext Paris exchange, Compartment B, ticker: LTA, ISIN code: FR0000053837. It is listed on the CAC Small, CAC Mid & Small, CAC All-Tradable and LPX Europe indices, among others. The total number of Altamir Amboise ordinary shares in circulation at 31 December 2012 was 36,512,301. For further information, please visit www.altamir-amboise.fr
Altamir Amboise Investor Relations:
Tel: +33 1 53 65 01 33
Altamir Amboise Press Relations:
Stéphanie Bia / Guillaume Foucault
Tel: +33 1 47 03 68 10
Email : email@example.com; firstname.lastname@example.org
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