CVC Credit Partners European Opportunities Limited
(a closed-ended investment company incorporated in Jersey with registration number 112635)
Registered Office: Liberté House, 19-23 La Motte Street, St Helier, Jersey JE2 4SY
25 April 2014
Annual General Meeting Held on 25 April 2014
CVC Credit Partners European Opportunities Limited announces that at the Annual General Meeting held earlier today all resolutions proposed were duly passed, one of these was an extraordinary resolution and two of these were special resolutions as follows:
Extraordinary resolution
Resolution 7 - that, without prejudice to the disapplication of Article 3 of the Company's articles of association (which gives members the right to receive a pre-emptive offer) in respect of up to 1,000,000,000 Shares (which in this resolution includes C Shares) made by way of the Extraordinary Resolution passed on 10 June 2013, Article 3 shall be and is hereby disapplied in respect of a further 500,000,000 Shares such that the aggregate number of Shares in respect of which Article 3 is disapplied is 1,500,000,000. The disapplication made hereby shall expire on 10 June 2018.
Special resolutions
Resolution 8 - that, the amended form of the Memorandum and Articles of Association produced to the meeting and initialled by the Chairman of the meeting for the purpose of identification be and is hereby adopted as the Memorandum and Articles of Association of the Company in substitution for, and to the exclusion of, the existing Memorandum and Articles of Association.
Resolution 9 - that, the Company be and is hereby unconditionally and generally authorised for the purposes of Articles 57 of the Companies (Jersey) Law 1991, as amended (the "Law") to make one or more market purchases on a stock exchange of shares in the capital of the Company by means of quarterly tender offers made by the Company as principal in accordance with the procedures described in the prospectus issued by the Company dated 20 March 2014 and may cancel or hold such shares in treasury provided that:
(a) the maximum number of shares of any class hereby authorised to be repurchased by the Company in each quarter of a calendar year is an amount equal to 24.99 per cent. of the shares of such class in issue as at the relevant Quarter Record Date (as defined in the Annual Circular dated 3 April 2014);
(b) the maximum number of shares of any class hereby authorised to be repurchased by the Company in each calendar year is an amount equal to 50.00 per cent. of the shares of such class in issue as at the Annual Record Date (as defined in the Annual Circular dated 3 April 2014);
(c) the minimum price which may be paid by the Company for any share will be 1 pence;
(d) the maximum price which may be paid by the Company for any share will be the net asset value per share of the shares of the relevant class, calculated in accordance with the Articles;
(e) unless previously revoked, varied or renewed, this authority shall expire upon the earlier to occur of (i) the date being 18 months from the date of this resolution, or (ii) the date of the Company's next Annual General Meeting; and
(f) a contract to purchase shares under this authority may be made prior to the expiry of this authority, and concluded in whole or in part after the expiry of this authority.
It should be noted that the adoption of the new Memorandum and Articles of Association referenced in Resolution 8, is subject to the passing of the applicable Extraordinary Resolutions approving them at the Class Meetings of the Euro Shares, Sterling Shares and C Shares. These Class Meetings were scheduled to take place today.
The resolution approving the adoption of the new Memorandum and Articles of Association was successfully passed at the Sterling Share Class Meeting, however the Euro Share Class Meeting and C Share Class Meetings were adjourned until Friday 2 May 2014 as a quorum was not present.
The full text of the resolutions can be found in the Notice of Meeting, copies of which are available for viewing at the National Storage Mechanism at www.Hemscott.com/nsm.do.
Enquiries:
BNP Paribas Securities Services S.C.A. Jersey Branch
+44 (0) 1534 813800
CVC Credit Partners European Opportunities Limited is regulated by the Jersey Financial Services Commission
A copy of this announcement is and will be available, subject to certain restrictions relating to persons resident in restricted jurisdictions, for inspection on the Company's website at www.ccpeol.com
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