Altin AG EGM Statement
February 25 2016 - 2:00AM
UK Regulatory
TIDMAIA
ALTIN - Extraordinary General Meeting: invitation and agenda
Response to Alpine Select AG Proposals from the Board of
Directors
Baar, 25 February 2016 - ALTIN AG (SIX: ALTN, LSE: AIA) - The
Board of Directors of ALTIN AG ("ALTIN"), after careful
consideration, categorically rejects the proposals of Alpine Select
AG ("Alpine Select") to pay out a substantial dividend and to
recall three long-standing members of the Board and replace them
with appointees nominated by Alpine Select. The Board of Directors
acknowledges Alpine Select as an important shareholder and
therefore proposes the election of Thomas Amstutz as a new member
of the Board.
The Extraordinary General Meeting will take place on 18 March
2016 at 2:00pm (CET) in Zug, Switzerland. The full invitation and
agenda to the Extraordinary General Meetinghas been made public.
ALTIN has also issued a Letter to Shareholders and the independent
auditors' report regarding the proposed dividend. These are
available on www.altin.ch ("About ALTIN / Reports &
Publications", "Other documents").
The Board of Directors strongly feels the measures brought
forward by Alpine Select will be detrimental to the interests of
ALTIN and its shareholders. The Board of Directors of ALTIN are
categorically opposed to the requested distribution of a gross
dividend of CHF 68'994'120 (CHF 20 per share before deduction of
35% Swiss withholding tax) out of the retained earnings for a
number of fundamental reasons:
1. The Board of Directors is of the opinion that the payment of
such a large dividend does not comply with Swiss law, as ALTIN does
not have sufficient short term liquidity, as formally confirmed by
ALTIN's auditors. This is a clear demonstration to what extent
Alpine Select's proposal is irresponsible, short term in nature and
not in the best interests of ALTIN or its shareholders as a
whole.
2. The distribution of a dividend from retained earnings will be
subject to a 35% withholding tax, which will be extremely
detrimental to most investors, but not to Alpine Select which, as a
Swiss corporate entity, will be in a position to reclaim most of
the tax in a relatively short period of time.
3. The distribution of such a large dividend would send an
extremely negative signal to the market and de facto put an end to
all the successful efforts that have been made over the last few
years to broaden ALTIN's appeal.
4. It is the opinion of the Board, the management and ALTIN's
advisors, that the payment of such a large dividend could be a
contributing factor towards a widening of the discount.
5. Alpine Select never sought to engage in a dialogue with
ALTIN's Board of Directors before it issued this surprisingly
hostile requisition. The Board was taken by surprise by this sudden
move to an aggressive stance, as just recently Alpine Select had
praised the work done by ALTIN's management and Board over the last
few years and had always declared themselves as long term
supporters of ALTIN.
The Board of Directors also opposes the recall of Dr. Peter
Altorfer, Eric M.C. Syz and André Pabst as members of the Board of
Directors and the election of Gerhard Niggli, Dr. Dieter Dubs as
new members of the Board of Directors.
Board independence remains at the core of good corporate
governance and the proposed replacement of most of the existing
Board by management or appointees of Alpine Select goes
fundamentally against this principle, as the Board as proposed by
Alpine Select would clearly be serving the interests of one
substantial minority shareholder.
Despite being in disagreement with the motions put forward by
Alpine Select, the Board of Directors nonetheless proposes to
nominate Mr Thomas Amstutz to the Board of ALTIN with the objective
of working constructively with Alpine Select to allow ALTIN to
prosper and meet all shareholder expectations over the long
term.
Links
EGM invitation and agenda
https://www.altin.ch/p/CNTP_662085_EN
Letter to Shareholders https://www.altin.ch/p/CNTP_662285_EN
Auditors' report https://www.altin.ch/p/CNTP_663088_EN
For further information, please contact:
Tony Morrongiello - Chief
Executive Officer
Tel. +41 (0)41 760 62 60
info@altin.ch
Media enquiries for
Media enquiries for Switzerland the United Kingdom
Hirzel.Neef.Schmid. Konsulenten AG Kinlan Communications
Jürg Wildberger David Hothersall
Tel. +41 (0)79 351 10 24 Tel. +44 (0)20 7638 3435
juerg.wildberger@konsulenten.ch davidh@kinlan.net
Note to Editors
About ALTIN AG
ALTIN AG was launched in 1996 and is listed on the SIX Swiss
Exchange as well as on the London Stock Exchange. It ranks among
Switzerland's leading alternative investment companies. Currently,
ALTIN is invested in more than 40 hedge funds representing diverse
investment strategies. Its objective is to generate an absolute
compound annual return in USD terms with lower volatility than
equity markets. Owing to these characteristics and a low
correlation with equity markets, ALTIN shares provide an ideal
complement for all diversified portfolios.
www.altin.ch
View source version on businesswire.com:
http://www.businesswire.com/news/home/20160224005998/en/
This information is provided by Business Wire
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