The AVI Global Trust plc (“AVI Global”)’s capital structure comprises Ordinary Shares and Loan Notes.
Information on AGT’s share split
At 30 September 2023, there were 507,774,638 (2022: 537,052,524) Ordinary Shares of 2p each in issue, of which 45,600,956 (2022: 45,600,956) were held in treasury and therefore the total voting rights attaching to Ordinary Shares in issue were 462,173,682.
The profits of the Company (including accumulated revenue reserves) available for distribution and resolved to be distributed shall be distributed by way of interim, final and (where applicable) special dividends among the holders of Ordinary Shares, subject to the payment of interest to the holders of Loan Notes.
After meeting the liabilities of the Company and the amounts due to Loan Note holders on a winding-up, the surplus assets shall be paid to the holders of Ordinary Shares and distributed among such holders rateably according to the amounts paid up or credited as paid up on their shares.
Each Ordinary shareholder is entitled to one vote on a show of hands and, on a poll, to one vote for every Ordinary Share held.
The Notice of Meeting and Form of Proxy stipulate the deadlines for the valid exercise of voting rights and, other than with regard to Directors not being permitted to vote their shares on matters in which they have an interest, there are no restrictions on the voting rights of Ordinary Shares.
There are no restrictions on the transfer of the Company’s shares other than a) transfers by Directors and Persons Discharging Managerial Responsibilities and their connected persons during closed periods under the Market Abuse Regulation or which may constitute insider dealing, b) transfers to more than four joint transferees and c) transfers of shares which are not fully paid up or on which the Company has a lien provided that such would not prohibit dealings taking place on an open and proper basis.
The Company is not aware of any agreements between shareholders or any agreements or arrangements with shareholders which would change in the event of a change of control of the Company.
At 30 September 2023, there were in issue the following unsecured private placement notes (the Loan Notes):
The Loan Notes are unsecured. If the Company is liquidated, the Loan Notes are redeemable by the Company at a price which is in each case the higher of par and the terms set out below:
£30m 4.184% Series A Sterling Unsecured Loan Notes 2036
The price at which the Gross Redemption Yield on the date of redemption is equivalent to the yield on a reference UK government bond.
€30m 3.249% Series B Euro Unsecured Loan Notes 2036 and €20m 2.93% Euro Senior Unsecured Loan Notes 2037
The price at which the Gross Redemption Yield on the date of redemption is equivalent to the yield on a reference German government bond.
JPY8bn 1.38% Senior Unsecured Loan Notes 2032
50% of the notional value of the issued loans could be redeemed at the price at which the Gross Redemption Yield on the date of redemption is equivalent to the yield on a reference Japanese government bond, while for the 50% of swapped notes the redemption price is equivalent to the yield on a reference US Treasury plus an Applicable Percentage of 0.5%.
JPY4.5bn 1.44% Senior Unsecured Loan Notes 2033
The price at which the Gross Redemption Yield on the date of redemption is equivalent to the yield on a reference Japanese government Bond.
Had the Company been liquidated on 30 September 2023, the redemption premium would have amounted to £14.5m over and above the market values.
The holders of the Loan Notes have no right to attend or to vote at general meetings of the Company.
Under the terms of the Loan Notes, covenants require that the net assets of the Company shall not be less than £300,000,000 and total indebtedness shall not exceed 30% of net assets. The Company also has a short-term JPY8bn multi-currency revolving credit facility, the terms of which include covenants requiring that the net assets shall not be less than £300m and the adjusted net asset coverage to borrowings shall not be less than 4:1.
Other than the Loan Notes and the revolving credit facility set out above, the Company is not aware of any significant agreements to which the company is a party that take effect, alter or terminate upon a change of control of the company following a takeover bid.
This website is directed only at Professional Clients and Self-Certified Sophisticated Investors as defined by the UK Financial Conduct Authority (“FCA”).
The contents of this website are communicated by Asset Value Investors Limited (“AVI”) in respect of AVI Global Trust plc ( the “Company”). AVI is authorised and regulated by the FCA, with registered number 01881101 and which has its registered office at 2 Cavendish Square, London W1G 0PU, United Kingdom.
Nothing in this website is to be taken as a financial promotion and all contents are provided for information purposes only. Further, nothing in this website is to be taken as investment or tax advice. If you are unclear about any of the information on this website or its suitability for you, you must contact your financial or tax adviser, or an independent financial or tax adviser before making any investment or financial decisions.
The price of the Shares will be determined by supply and demand in the market as well as NAV per Share. The market price of the Shares is therefore likely to fluctuate and may represent either a premium or discount to NAV per Share.
General risk warning: All investment is subject to risk. The value of the Shares may go down as well as go up. Past performance is no guarantee of future returns and there is no guarantee that the market price of the Shares will fully reflect their underlying net asset value. There is also no guarantee that the Company’s investment objective will be achieved.
The information contained in this website may contain forward-looking statements. Any statement other than a statement of historical fact is a forward-looking statement. Actual results may differ materially from those expressed or implied by any forward-looking statement. You should not place undue reliance on any forward-looking statement.
Neither the Company nor AVI undertakes any obligation to update or revise any information in this website, including without limitation, any forward-looking statements, whether as a result of new information, future events or otherwise, and neither the Company nor AVI will confirm the accuracy or completeness of any information at any given time.
This website may contain links to third party websites. These links are provided for your information and convenience only, and do not amount to a recommendation or endorsement by the Company or AVI of that third party or its website. Neither the Company nor AVI has any control over the content of any third party website and neither the Company nor AVI has verified the accuracy of any content on any third party website. Accordingly, neither the Company nor AVI is liable for the content or availability (or lack of availability) of such third party websites.
This website is provided for your use “as is” without any warranties (whether express or implied) of any kind including, but not limited to, the warranty of non-infringement of third party rights or freedom from computer virus. As a result, neither the Company nor AVI accepts any ongoing obligation or responsibility in respect of any errors, omissions, interruptions or delays in service which may occur. Internet is not a secure medium of communication unless the data being sent is encrypted. Neither the Company nor AVI accepts any responsibility for unauthorised access by a third party or the corruption of data sent to it.
By continuing to use this website, you agree to the exclusion by the Company and AVI, to the extent permitted by applicable law and regulation, of any and all liability for any direct, indirect, punitive, consequential, incidental, special or other damages, or any loss of profits, revenue or data arising out of or relating to your use of and our provision of this website and its content. The Company may change these terms and conditions from time to time and any such changes will be posted on this website. Your access to this website is governed by the version of these terms and conditions then in force.
THIS WEBSITE IS NOT INTENDED TO OFFER OR TO PROMOTE THE OFFER OR SALE OF THE SHARES (THE “SHARES”) OF AVI JAPAN OPPORTUNITY TRUST PLC (THE “COMPANY”) IN THE UNITED STATES OR TO ANY “U.S. PERSONS” AS DEFINED IN REGULATION S (“US PERSONS”) UNDER THE US SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”).
THE MATERIALS CONTAINED HEREIN ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, AND MUST NOT BE MADE AVAILABLE, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, TO US PERSONS OR INTO OR WITHIN THE UNITED STATES OR IN ANY OTHER JURISDICTION WHERE, OR TO ANY OTHER PERSON TO WHOM, TO DO SO WOULD CONSTITUTE A VIOLATION OF APPLICABLE LAW OR REGULATION.
The Company has not been and will not be registered under the US Investment Company Act of 1940, as amended (the “Investment Company Act“), and as such holders of the Shares are not and will not be entitled to the benefits of the Investment Company Act. The Shares have not been and will not be registered under the Securities Act, or with any securities regulatory authority of any state or other jurisdiction of the United States, and may not be offered, sold, resold, pledged, delivered, assigned or otherwise transferred, directly or indirectly, into or within the United States or to, or for the account or benefit of, any US Persons. There has not been and there will not be a public offer of the Shares in the United States. Potential users of the information contained in this website are requested to inform themselves about and to observe all applicable restrictions.
The information contained in this website does not constitute or form a part of any offer to sell or issue, or the solicitation of any offer to purchase, subscribe for or otherwise acquire, any securities in the United States or in any jurisdiction in which, or to any person to whom, such an offer or solicitation would be unlawful.
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