TIDMTI1
RNS Number : 9290B
Trian Investors 1 Limited
15 June 2021
15 June 2021
The following amendment has been made to the Results of AGM
announcement released on 14 June 2021 at 15:21 under RNS No
8428B.
The number of for votes in respect of resolution 5 was
220,225,935. All other details remain unchanged.
TRIAN INVESTORS 1 LIMITED
RESULTS OF ANNUAL GENERAL MEETING
Trian Investors 1 Limited (the "Company") announces voting
results from its annual general meeting ("AGM") held earlier today.
Shareholders representing 98.2% of the Company's shares in issue
(excluding shares held in treasury) voted on the resolutions. The
Company's shareholders have approved all resolutions proposed at
the AGM, as detailed in the Company's Circular posted on 17 May
2021, including the proposed amendments to the Company's investment
policy. The Board and the Company's investment manager believe the
revised investment policy will help position the Company to
capitalise on a broader range of potential investment opportunities
and to compound shareholders' capital over time by reinvesting
investment profits.
Chris Sherwell, Chairman of the Company, said:
" My fellow directors, Mark Thompson and Simon Holden, and I
greatly appreciate our recent discussions with shareholders. We
believe that Trian Investors 1's revised investment policy should
generate long-term shareholder value and make Trian Investors 1 a
larger, more widely followed public company. At the same time, we
acknowledge the feedback received from the Company's shareholde rs
who voted against the revisions to the investment policy and we
intend to engage promptly with them. We remain highly committed
both to monitoring the Company's trading activity and to seeking to
improve the liquidity and the gap between the trading price and net
asset value (NAV) of the Company's shares. In addition, we believe
the Company will have the capacity to complete additional share
repurchases opportunistically, if warranted."
Nelson Peltz, Ed Garden and Peter W. May, the Founding Partners
of Trian Fund Management, L.P., the parent of the Company's
investment manager, Trian Investors Management, LLC (collectively,
"Trian"), said:
"We have a high degree of conviction in Trian Investors 1's
trajectory, especially in light of the revised Company policies and
guidelines, which we believe will further its ability to compound
profits for the benefit of shareholders. For these reasons, as we
have previously said, we are planning to invest more of our own
capital in the Company through the purchase of additional shares in
the open market, subject to market conditions. In addition, in
order to further align our interests with shareholders, we will
receive future incentive allocations, net of certain tax liability
amounts, in the form of shares, to be valued at NAV. We also were
pleased to have the opportunity to speak to many of the Company's
shareholders over the last few weeks and receive their feedback and
we look forward to continuing that dialogue. We are excited to
continue to work with the Board as we seek opportunities to create
further value for the Company's shareholders."
Further Information
The voting breakdown of each of the resolutions is set forth on
Annex A to this Announcement. Further information on the
resolutions presented at the AGM are described in further detail in
the Circular, which is available on the Company's website at
https://www.trianinvestors1.com and also available on the national
storage mechanism at
https://www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage-mechanism
. The Circular sets out important information regarding the
resolutions, and shareholders are strongly encouraged to read it in
its entirety.
ANNEX A
Ordinary Resolutions For Against Withheld*
1. To receive the Annual Report and Audited
Financial Statements 248,803,202 0
of the Company for the year ended 31
December 2020 (the "Annual Report"). (100%) (0%) 0
------------- ------------- ------------
2. That the Directors' remuneration for
the period ended December 2020 as provided 248,803,202 0
in the Director's report contained in
the Annual Report be approved. (100%) (0%) 0
------------- ------------- ------------
245,522,903 3,280,299
3. To re-appoint Deloitte LLP as Auditor
of the Company. (98.70%) (1.30%) 0
------------- ------------- ------------
4. To authorise the Directors to determine 245,522,903 3,280,299
the remuneration of
Deloitte LLP. (98.70%) (1.30%) 0
------------- ------------- ------------
220,225,935 23,900,968
5. To re-appoint Chris Sherwell as a
Director of the Company. (90.23%) (9.77%) 4,676,299
------------- ------------- ------------
224,902,234 23,900,968
6. To re-appoint Mark Thompson as a Director
of the Company. (90.41%) (9.59%) 0
------------- ------------- ------------
224,902,234 23,900,968
7. To re-appoint Simon Holden as a Director
of the Company. (90.41%) (9.59%) 0
------------- ------------- ------------
8. To authorise the Company to make market
acquisitions of its ordinary shares, 248,803,202 0
or any different classes of shares, either
for retention as treasury shares or cancellation. (100%) 0% 0
------------- ------------- ------------
119,769,130 109,497,360
9. To adopt the proposed changes to the
investment policy of the Company. (52.25%) (47.75%) 19,536,712
------------- ------------- ------------
*A vote withheld is not a vote in law and is therefore not
counted in the calculation of the proportion of votes "For" or
"Against" any resolution.
For enquiries, please contact:
Ocorian Administration (Guernsey)
Limited
(Administrator and Company Secretary)
Ian Smith +44 (0)1481 742 742
Greenbrook Communications Limited +44 (0)20 7952 2000
(Communications Adviser) trian@greenbrookpr.com
Andrew Honnor / Rob White
About the Company:
The Company is a Guernsey domiciled limited company, which was
admitted to trading on the Specialist Fund Segment of the London
Stock Exchange on 27 September 2018. Its investment objective is to
generate significant capital appreciation through Trian's activity
as a highly engaged shareowner. In accordance with its investment
policy, the Company has made a substantial minority investment
through its investment in Trian Investors 1, L.P., in the amount of
approximately GBP250 million, in Ferguson plc.
Founded by Nelson Peltz, Ed Garden and Peter May, Trian seeks to
invest in high quality but undervalued and underperforming public
companies and to work collaboratively with management teams and
boards of those companies to execute operational, strategic and
environmental, social and governance (ESG) initiatives designed to
drive long-term sustainable earnings growth for the benefit of all
stakeholders. This investment strategy has been deployed by Trian's
founders over a variety of market cycles for nearly five
decades.
LEI number: 213800UQPHIQI5SPNG39
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