Share Purchase Subsidiary
June 24 2008 - 9:32AM
UK Regulatory
Share Purchase Subsidiary
Pacific Alliance China Land Limited
Share Purchase Subsidiary
24 June 2008
Pacific Alliance China Land Limited (the "Company") (AIM: PACL) is
pleased to announce that it will establish a wholly-owned subsidiary
(a "SPS") to effect market purchases of the Company's ordinary
shares.
The laws of the Cayman Islands, where the Company is domiciled,
currently preclude the direct holding by a Cayman islands company of
treasury shares (such repurchased shares must be immediately
cancelled). The Company believes an arrangement similar to a
treasury facility could provide useful benefits to the Company and
its shareholders, and the Company intends to use the SPS to
effectively replicate the benefits of a treasury facility.
Transactions by the SPS will be at the discretion of the Board.
However, the Board has delegated authority to Pacific Alliance Real
Estate Limited, the Company's investment manager, to execute such
transactions through the Company's broker.
The Board has adopted the following policies that will apply to all
purchases of the Company's ordinary shares by the SPS:
- - All purchases will be funded by way of intra-group loans from the
Company.
- - All purchases shall be made at market prices below the last
announced net asset value per share.
- - The purchase price may not exceed the higher of (i) five per cent.
above the volume weighted average price of the Company's ordinary
shares for the five (5) business days before the purchase is made, or
(ii) the higher of the price of the last independent trade and the
highest current independent bid at the time of purchase.
- - The maximum number of the Company's shares that may be purchased in
any 12 month period is 20 per cent of the Company's issued share
capital, from time to time.
- - If possible, all sales shall be made at a premium to the last
announced net asset value per share, and sales at a discount to the
prevailing net asset value per share may only be made with the prior
approval of the Board.
- - The SPS must dispose of all Company ordinary shares held before the
Company can raise additional funds through the offer and sale of new
shares.
- - The maximum number of Company shares that can be sold by the SPS in
any 12 month period is 20 per cent of the Company's issued share
capital, from time to time. This limit can be exceeded only with the
prior express approval of the Board.
- - The SPS shall be prohibited from purchasing or selling Company
ordinary shares during "close periods" (as described in the AIM Rules
for Companies).
- - The SPS shall not exercise the voting rights attaching to Company
ordinary shares held by it, from time to time.
- - The SPS shall waive the right to receive all dividends or other
distributions in relation to ordinary shares held by it, from time to
time.
- - The Company will promptly announce to the market all purchases and
sales of all Company ordinary shares by the SPS without delay.
For more information please contact:
+-------------------------------------------------------------------+
| MANAGER: | LEGAL COUNSEL: |
| Chris Gradel, Managing Partner | Jon Lewis, General Counsel |
| Pacific Alliance Group | Pacific Alliance Group |
| 16/F St. John's Building | 16/F St. John's Building |
| 33 Garden Road | 33 Garden Road |
| Central, Hong Kong | Central, Hong Kong |
| Tel: +852 29180088 | Tel: +852 29180088 |
| Fax: +852 29180881 | Fax: +852 29180881 |
| cgradel@pacific-alliance.com | jlewis@pacific-alliance.com |
| | |
|-------------------------------------+-----------------------------|
| BROKER: | NOMINATED ADVISER: |
| Hiroshi Funaki | Philip Secrett |
| LCF Edmond de Rothschild Securities | Grant Thornton UK LLP |
| Tel: +44 20 7845 5960 | Tel: +44 20 7383 5100 |
| Fax: +44 20 7845 5961 | Philip.J.Secrett@gtuk.com |
| funds@lcfr.co.uk | |
| | |
|-------------------------------------+-----------------------------|
| MEDIA RELATIONS: | |
| | |
| Pacific Alliance Group | |
| Sophie Hoggarth | |
| Pacific Alliance Group | |
| Tel: +86 21 61135818 | |
| shoggarth@pacific-alliance.com | |
| | |
| Financial Dynamics, London | |
| Christine Wood/David Cranmer | |
| Tel: +44 207 269 7100 | |
| | |
| Financial Dynamics, Asia | |
| Alastair Hetherington/Winnie Lo | |
| Tel: +852 3716 9800 | |
| | |
+-------------------------------------------------------------------+
About Pacific Alliance China Land Limited
Pacific Alliance China Land Limited (AIM:PACL) is a private equity
fund focused on investing in a portfolio of investments in existing
properties, new developments, distressed projects and pre-IPO and IPO
real estate companies in Greater China. The Company was admitted to
trading on the AIM Market of the London Stock Exchange and to listing
on the Channel Islands Stock Exchange in November 2007.
For more information, see www.pacl-fund.com
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