TIDMBGLF
RNS Number : 9345Q
Blackstone / GSO Loan Financing Ltd
24 October 2019
THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR
DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED
STATES, AUSTRALIA, SOUTH AFRICA, CANADA OR JAPAN OR ANY OTHER
JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION
This announcement is not an offer to sell, or a solicitation of
an offer to acquire, securities in the United States or in any
other jurisdiction. Neither this announcement nor any part of it
shall form the basis of or be relied on in connection with or act
as an inducement to enter into any contract or commitment
whatsoever.
24 October 2019
Blackstone / GSO Loan Financing Limited
("BGLF" or the "Company")
LEI: 549300NOGRTX0U7CWK43
Conversion of C shares
BGLF, a self-managed Jersey registered alternative investment
fund, announces that as at 1 October 2019, it has reinvested
EUR62.6m into BGCF following the sale of relevant assets acquired
under the C Share rollover process in January 2019, which
represents 85.8% of the value of assets in the C share pool.
Inclusive of cash held within the C share pool, this represents
approximately 87.3% of the C share pool asset value.
Accordingly, the Board of BGLF is pleased to announce that the
Company intends to convert the C Shares into Ordinary Shares (the
"Conversion"). In the absence of unforeseen circumstances, the
Company expects the Calculation Date, being close of business on
the date on which the Conversion Ratio will be calculated, to fall
on 31 October 2019. The calculation of the Conversion Ratio will be
based on the net assets attributable to the Ordinary Shares and C
Shares as at close of business on 31 October 2019, which, along
with the expected timing of six to twelve months, is in accordance
with the Company's prospectus. The Conversion Ratio is expected to
be announced before the end of November 2019.
The Company intends to make a further announcement in due course
setting out the Conversion Ratio applying to the Conversion, the
expected date when such Conversion will occur and the number of new
Ordinary Shares to be issued.
Holders of C Shares, once converted, will not be entitled to
receive the Q3 2019 interim dividend of EUR0.025 cents that was
declared on the Ordinary Shares on 18 October 2019 which will be
payable to Ordinary Shareholders on the register on 1 November 2019
and is due to be paid on 29 November 2019. For the avoidance of
doubt, however, such holders will be entitled to receive the Q3
2019 C Share interim dividend of EUR0.0221 cents that was also
declared on 18 October 2019 to C Shareholders on the register on 1
November 2019. They will also be entitled to receive the quarterly
dividend to be declared in due course on the Ordinary Shares for
the quarter ending 31 December 2019, being the first dividend to be
declared after the Conversion.
Terms used in this announcement shall, unless the context
otherwise requires, bear the meanings given to them in the
prospectus published by the Company on 23 November 2018.
Enquiries:
BNP Paribas Securities Services S.C.A., Jersey Tel: +44 (0)1534
Branch 709181 / +44 (0)1534
(Company Secretary) 813873
IFC 1, The Esplanade, St Helier, Jersey JE1
4BP
Siobhan Lavery / Melissa Le Cheminant
Nplus1 Singer Advisory LLP Tel: +44 (0)20 7496
(Sponsor, Financial Adviser and Broker) 3000
James Maxwell / Ben Farrow
NOTE: PAST PERFORMANCE IS NOT NECESSARILY INDICATIVE OF FUTURE
PERFORMANCE RESULTS AND THERE CAN BE NO ASSURANCE THAT BGLF WILL
ACHIEVE COMPARABLE RESULTS.
IMPORTANT INFORMATION
Any reference herein to future returns or distributions is a
target and not a forecast and there can be no guarantee or
assurance that it will be achieved.
This document has been issued by Blackstone / GSO Loan Financing
Limited (the "Company"), and should not be taken as an inducement
to engage in any investment activity and is for the purpose of
providing information about the Company. This document does not
constitute or form part of, and should not be construed as, any
offer for sale or subscription of, or solicitation of any offer to
buy or subscribe for, any share in the Company or securities in any
other entity, in any jurisdiction, including the United States,
Canada, Japan, South Africa nor shall it, or any part of it, or the
fact of its distribution, form the basis of, or be relied on in
connection with, any contract or investment decision whatsoever, in
any jurisdiction.
This document, and the information contained therein, is not for
viewing, release, distribution or publication in or into the United
States, Canada, Japan, South Africa or any other jurisdiction where
applicable laws prohibit its release, distribution or publication,
and will not be made available to any national, resident or citizen
of the United States, Canada, Japan or South Africa. The
distribution of this document in other jurisdictions may be
restricted by law and persons into whose possession this document
comes must inform themselves about, and observe, any such
restrictions. Any failure to comply with the restrictions may
constitute a violation of the federal securities law of the United
States and the laws of other jurisdictions.
The shares issued and to be issued by the Company (the "Shares")
have not been and will not be registered under the US Securities
Act of 1933, as amended (the "Securities Act"), or with any
securities regulatory authority of any state or other jurisdiction
of the United States. The Shares may not be offered, sold, resold,
pledged, delivered, distributed or otherwise transferred, directly
or indirectly, into or within the United States, or to, or for the
account or benefit of, US persons (as defined in Regulation S under
the Securities Act). No public offering of the Shares is being made
in the United States.
The Company has not been and will not be registered under the US
Investment Company Act of 1940, as amended (the "Investment Company
Act") and, as such, holders of the Shares will not be entitled to
the benefits of the Investment Company Act. No offer, sale, resale,
pledge, delivery, distribution or transfer of the Shares may be
made except under circumstances that will not result in the Company
being required to register as an investment company under the
Investment Company Act. Neither the U.S. Securities and Exchange
Commission (the "SEC") nor any state securities commission has
approved or disapproved of the Shares or passed upon or endorsed
the merits of the offering of the Shares or the adequacy or
accuracy of the Prospectus. Any representation to the contrary is a
criminal offence in the United States. In addition, the Shares are
subject to restrictions on transferability and resale in certain
jurisdictions and may not be transferred or resold except as
permitted under applicable securities laws and regulations.
Investors may be required to bear the financial risks of their
investment in the Shares for an indefinite period of time. Any
failure to comply with these restrictions may constitute a
violation of the securities laws of any such jurisdictions.
This document is directed only at: (i) persons having
professional experience in matters relating to investments who fall
within the definition of "investment professionals" in Article
19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005; or (ii) high net worth bodies corporate,
unincorporated associations and partnerships and trustees of high
value trusts as described in Article 49(2) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 and
persons who receive this document who do not fall within (i) or
(ii) above should not rely on or act upon this document.
No liability whatsoever (whether in negligence or otherwise)
arising directly or indirectly from the use of this document is
accepted and no representation, warranty or undertaking, express or
implied, is or will be made by the Company, or any of their
respective directors, officers, employees, advisers,
representatives or other agents ("Agents") for any information or
any of the opinions contained herein or for any errors, omissions
or misstatements. None of the Agents makes or has been authorised
to make any representation or warranties (express or implied) in
relation to the Company or as to the truth, accuracy or
completeness of this document, or any other written or oral
statement provided. In particular, no representation or warranty is
given as to the achievement or reasonableness of, and no reliance
should be placed on any projections, targets, estimates or
forecasts contained in this document and nothing in this document
is or should be relied on as a promise or representation as to the
future.
Unless otherwise indicated, the information provided herein is
based on matters as they exist as of the date of preparation and
not as of any future date. Recipients of this document are
encouraged to contact the Company's representatives to discuss the
procedures and methodologies used to make the projections and other
information provided herein.
All investments are subject to risk, including the loss of the
principal amount invested. Past performance is no guarantee of
future returns. All investments to be held by the Company involve a
substantial degree of risk, including the risk of total loss. The
value of shares and the income from them is not guaranteed and can
fall as well as rise due to stock market and currency movements.
When you sell your investment you may get back less than you
originally invested. You should always seek expert legal,
financial, tax and other professional advice before making any
investment decision.
Blackstone / GSO Loan Financing Limited is a self-managed Jersey
registered alternative investment fund, and is regulated by the
Jersey Financial Services Commission. The Jersey Financial Services
Commission does not take any responsibility for the financial
soundness of the Company or for the correctness of any statements
made or expressed in this document.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
CONCKNDDOBDDKKB
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October 24, 2019 02:00 ET (06:00 GMT)
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