10 March 2021
Update on Migration of Uncertificated Shares from
CREST to the Euroclear System
Irish Residential Properties REIT plc (the "Company" or "I • RES REIT ") announces that it has taken all steps required to be taken by it in connection with the proposed migration of the electronic holding and settlement of its shares from the CREST System to the Euroclear System ("Migration") pursuant to the Migration of Participating Securities Act 2019 (the "Migration Act").
Migration is expected to take effect on Monday, 15 March 2021, with the migration to Euroclear Bank of the holding and settlement of the securities of all Irish companies with securities that are listed and traded in Dublin (Ireland) and/or London (United Kingdom).
Migration
As previously announced, at the extraordinary general meeting of the Company held on 29 January 2021 (the "EGM") shareholders approved the Migration and authorised the Board to take all steps necessary to implement it.
In accordance with the terms of the Migration Act and these authorities, the Company has consented to the Migration and has made the requisite notifications to the Irish Companies Registration Office and Euronext Dublin. Accordingly, all steps required to be taken by the Company to give effect to Migration have now been completed.
Timetable for Migration
Euronext Dublin announced on 8 March 2021 that the Live Date on which Market Migration is to take effect is 15 March 2021 and further that this date will be formally appointed by Euronext Dublin as the Live Date for Market Migration on the evening of Friday, 12 March 2021. (This timetable remains subject to change by decision of Euronext Dublin.) As such, Migration remains scheduled to proceed in line with the indicative timetable that was included in the Company's circular to Shareholders in relation to the EGM dated 4 January 2021 (the "EGM Circular").
Euronext Dublin maintains a dedicated web page relating to Market Migration (on which details of the timetable and other relevant details can be found) at the following link:
https://www.euronext.com/en/migration-csd-services-for-irish-securities-crest-euroclear-bank
Actions to be taken by I • RES REIT shareholders
For shareholders who hold their I • RES REIT shares in paper form (i.e. outside of CREST and in "certificated" form) there will be no change to what is owned and how it is held. Therefore, the impact of Migration on such shareholders is expected to be minimal and no immediate action is required.
For shareholders who hold their I • RES REIT shares through CREST (in uncertificated form), Migration will result in changes to what is technically owned, how the interest is held, and how rights related to the shares will be exercised. Details of those changes are set out in the EGM Circular. Specifically:
· Retail shareholders who hold their shares electronically in CREST - through a broker, custodian or nominee - will continue to hold their interest through that broker, custodian or nominee, as a CREST Depository Interest or (assuming the broker, custodian or nominee is or becomes a participant in the Euroclear System in the way they are in CREST) as a Belgian Law Right in the Euroclear System.
· Institutional shareholders who hold their shares electronically in CREST directly in their own name (i.e. as a CREST member), will continue to be able to hold their interests in shares directly in their own name as a CREST Depository Interest or (provided they become a participant in the Euroclear System) as a Belgian Law Right in the Euroclear System. Where such shareholders wish to hold in the Euroclear System but are not, or do not become, a Euroclear Bank participant, they will need to enter into an arrangement with a broker, custodian or nominee who is a Euroclear Bank participant, so that they can hold the relevant interest for them.
If they have not done so already, shareholders holding their I • RES REIT shares in CREST are strongly encouraged to consult with their stockbroker or other intermediary at the earliest opportunity. Migration will result in a significant change in both the form and nature of shareholding in the Company, and the substance of, and manner in which, rights can be exercised. In particular, Migration will result in important changes to the processes and timelines for submitting proxy voting instructions for the Company's forthcoming AGM. Shareholders should familiarise themselves with the new processes and timelines, and ensure all necessary actions have been taken on their part and by their stockbroker or other intermediary, to ensure they can continue to enjoy their rights as an I • RES REIT shareholder in the context of the new system for electronic settlement of trading applicable to the Company's shares (the Euroclear System) .
The Company does not intend to issue any further updates on Migration as it affects the Company before Migration, save to the extent that there is a material change to the information previously provided.
For further information please contact:
For Investor Relations:
Irish Residential Properties REIT plc
Sarah Stokes, Investor Relations Tel: +353 (0) 87 296 8382
Margaret Sweeney, Chief Executive Officer Tel: +353 (0) 1 557 0974
For Media Requests:
Q4PR
Gerry O'Sullivan Tel: + 353 (0) 87 259 7644
About Irish Residential Properties REIT plc
Irish Residential Properties REIT plc, together with IRES Residential Properties Limited, (the "Group") is a growth oriented Real Estate Investment Trust that is focused on acquiring, holding, managing and developing investments primarily focused on private residential rental accommodations in Ireland. The Group currently owns 3,834 apartments and houses for private rental in Dublin and Cork with an additional 69 units due for delivery between now and the end of H1 2022 under pre-purchase contracts. The Company has a further 61 units currently under construction directly on owned sites with planning approval to develop an additional 543 residential units on its existing sites. The Company's shares are listed on Euronext Dublin. Further information in respect of the Company can be obtained from the Company's website at www.iresreit.ie.
Important information
Unless the context otherwise required, defined terms used in this announcement have the meanings given to them in Part 9 of the EGM Circular.
The following note applies if and to the extent that there are forward-looking statements in this Announcement .
Announcements relating to Migration may contain forward-looking statements, which are subject to risks and uncertainties because they relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends, and similar expressions concerning matters that are not historical facts and many of which are outside the Company's control and difficult to predict. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of the Company or the industry in which it operates, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Due to such uncertainties and risks, readers are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date they are given and are subject to change without notice. Except as required by law or by any appropriate regulatory authority, the Company will not undertake any obligation to release publicly any revision or updates to these forward-looking statements to reflect future events, circumstances, unanticipated events, new information or otherwise including in respect of the Covid-19 pandemic, the uncertainty of its duration and impact, and any government regulations or legislation in relation to it.