Meinl Airports International Ltd.
Meinl Airports International Chairman sends Letter to Investors recommending the Board Proposals
St, Helier Jersey (euro adhoc) -
ots.CorporateNews transmitted by euro adhoc. The issuer is responsible for the content of this announcement.
companies
Meinl Airports International Limited
("MAI" or the "Company"), incorporated in Jersey and whose
certificates representing shares in the Company are listed on the
Third Market of the Vienna Stock Exchange, announces today that Louis
Turpen, Chairman of MAI, has sent a letter to a number of its
investors concerning the benefits of the Board Proposals announced on
July 11 2008 and the Board´s reasons for recommending its proposals
to investors. The key contents of the letter can be summarised as
follows: The programme offered by the requisitionists would destroy value since it results in the abandonment of six months hard work and progress. It forces MAI to go back to the beginning and forego all the gains that have been made in terms of the greater independence of the Board, the renegotiation of the Licence Agreement with Meinl Bank and the significant changes secured to the Management Agreement with Meinl Airports Managers;
The gains secured by the MAI Board as part of the Board Proposals
should result in an almost halving of the annual payments MAI pays to
the Meinl Bank Group and have resulted in a significant reduction in
the net present value ("NPV") of MAI´s contracts with Meinl Bank -
approximately half the NPV estimated independently by MAI´s financial
advisors before the renegotiations; The proposed call option on which MAI has exchanged heads of agreement for the cancellation of the Management Agreement gives the Board true flexibility; it will allow the MAI Board to terminate its relationships with Meinl Airport Managers and Meinl Bank, to internalise management and drop the Meinl name at any time over the 12 months following 29 July 2008, as opposed to the 6-year notice period under the existing fee structure that would continue in force if the Board Proposals are not supported; and
The exercise of the call option will be subject to the approval of MAI investors at the time it is exercised whilst the call option and the changes to the Licence Agreement and the Management Agreement are all conditional upon a majority of the Board members following the AGM and the EGM on 28 July being made up of existing directors and directors appointed on the recommendation of the existing Board.
In his letter to investors Louis Turpen, Chairman of MAI, said:
"I will freely admit that many of the actions we have taken were accelerated by the action of the requisitionists. But what is before us now is simple - taking advantage of the progress we have made to date or abandoning all of those hard won efforts and starting over again in difficult negotiations involving the agreements with Meinl Bank which are legally binding upon Meinl Airports International. Everything we have been asked by our investors, we have done. We have performed for you and now I ask that you support us in rejecting the requisitionists´ programme. I would encourage you to embrace and endorse the efforts of the MAI Board."
Retail Investor Helpline
A retail investor helpline is available in Austria to assist investors who have enquiries regarding the voting arrangements. The helpline number in Austria is 0800-222044
Blackwood Capital Group Holding Limited is acting solely for Meinl Airports International Limited in connection with the matters referred to in this announcement and will not be responsible to anyone other than Meinl Airports International Limited for providing the protections afforded to clients of Blackwood Capital Group Holding Limited or for providing advice in relation to the matters referred to in this announcement.
Lazard & Co., Limited is acting solely for Meinl Airports International Limited in connection with the matters referred to in this announcement and will not be responsible to anyone other than Meinl Airports International Limited for providing the protections afforded to clients of Lazard & Co., Limited or for providing advice in relation to the matters referred to in this announcement.
About Meinl Airports International
MAI is a long-term investor in airports and airport-related businesses with a particular focus on growth markets in Central and Eastern Europe, South Eastern Europe and Russia. The Company was founded in 2006 and since April 2007 its certificates, representing shares in the Company, have been listed on the Third Market of the Vienna Stock Exchange.
MAI has successfully made seven acquisitions already and today is an active investor in airports with a combined total of more than 30 million annual passengers. In both Poland and Russia, MAI was the first foreign investor in international airports. The Company´s current portfolio includes investments in Lake Baikal Airport, Ulan Ude (Russia), TAV Airports (Turkey), Sochaczew Airport Development (Poland), Bydgoszcz Airport (Poland) and Parma Airport (Italy). The Company believes that all of these airports have a significant future growth potential.
MAI is also currently evaluating further potential investments, the majority of which are located in the Company´s core target markets of Central and Eastern Europe, South Eastern Europe and Russia.
MAI is incorporated and registered in Jersey (registered number 93803), with its registered office at 26 New Street, St Helier, Jersey, Channel Islands JE2 3RA.
end of announcement euro adhoc
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Branche: Real Estate
ISIN: AT0000A053N4
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