ETALON GROUP PLC (“Etalon Group” or the “Company”), one of Russia’s largest and longest-established development and construction companies, held its extraordinary general meeting of shareholders previously announced on 1 March 2021 (the “EGM”) on Monday, 22 March 2021, at 11 a.m. Cyprus time, at 36 Agias Elenis str., Galaxias Building, Block B, 6th floor, office 602, 1061, Nicosia, Cyprus.
The following ordinary resolution was proposed at the EGM and was passed by the requisite majority in a poll:
The authorised share capital of the Company is increased from £34,747.899 to £39,172.2686 by the creation of 88,487,391 ordinary shares of nominal value of £0.00005 each.
The ordinary resolution to give authority to the board of directors of the Company (the “Board of Directors”) to allot and issue, out of the authorised/registered (as increased) but unissued share capital of the Company, up to 88,487,391 ordinary shares at par or at a premium as they deem appropriate, such authority to expire on the expiry of two (2) years from the date of approval of this resolution, 22 March 2023, save that the Company may before such expiry make offers, agreements or arrangements which would or might require shares to be allotted after such expiry and so that the Board of Directors may allot shares in pursuance of such offers, agreements or arrangements as if the authority conferred hereby had not expired (a “Share Issue”), was proposed at the EGM but was not passed.
The majority resolution to unconditionally waive and dis-apply any pre-emption rights under section 60B of the Cyprus Companies Law, Cap 113, as well as any other pre-emption rights or rights of first refusal howsoever arising in connection with a Share Issue, was proposed at the EGM but was not passed either.
Sergey Egorov, Chairman of the Etalon Group Board of Directors, commented the EGM decision:
“The Board of Directors welcomes shareholders’ approval of the increase in share capital and acknowledges shareholders’ rejection of the proposal to conduct a non-preemptive Share Issue. As a result, the Board of Directors is considering its options and may determine to proceed with a rights offering at any time, subject to market conditions, the land acquisition pipeline and the ongoing needs of the Company’s investment programme.”
This and other recent announcements are available on the Etalon Group website: https://www.etalongroup.com/investor-relations/investor-news/
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About Etalon Group
Founded in 1987, Etalon Group is one of Russia’s largest development and construction companies. The Company focuses on middle class residential real estate in the Moscow and St Petersburg metropolitan areas. With a more than 30-year history, Etalon Group has one of the longest and most successful track records in the Russian real estate industry. Since its foundation, Etalon Group has commissioned 7.5 million sqm of real estate.
The Company is vertically integrated, which helps it to control costs, quality and timing, as well as maintain best-in-class profitability. Etalon Group employs over 5,000 people, and its nationwide sales and marketing network covers 57 Russian cities.
In 2019, Etalon Group acquired and consolidated 100% in Leader-Invest, one of Moscow’s largest residential developers by size of land bank and number of projects currently available for sale.
Etalon Group’s total assets comprise 20 projects under development, unsold inventory at completed residential complexes and commercial properties, with total unsold NSA of 2.8 million sqm, as well as a construction and maintenance division. Colliers International valued the Company’s total assets at RUB 204 billion as of 31 December 2020.
For the year ended 31 December 2020, Etalon Group’s new contract sales totalled 538 ths sqm, or RUB 79.9 billion. Deliveries in 2020 amounted to 540 ths sqm.
The Company recorded a record revenue of RUB 84.3 billion and EBITDA of RUB 8.9 billion for the year ended 31 December 2019.
Etalon Group’s GDRs have been traded on the Main Market of the London Stock Exchange since 20 April 2011 and on the Level 1 List of Moscow Exchange since 31 January 2020 under the ticker ETLN.