Globaltrans announces the implementation of certain resolutions passed by the Extraordinary General Meeting of Shareholders and Board of Directors
17.04.2025
Globaltrans Investment PLC (the “Company”) today announces that, in line with the authorisations granted on 10 April 2025 by the adjourned Extraordinary General Meeting of Shareholders and the Board of Directors of the Company, on 17 April 2025, the Company issued and allotted to GTI Finance LLC 24,745,976 ordinary shares of the Company (the “New Shares”) which were wholly paid up in kind by way of transferring 24,745,976 global depository receipts (ISIN: US37949E2046) representing ordinary shares of the Company (the “Consideration GDRs”) by GTI Finance to the Company.
The issue price of the New Shares was USD 4.11 per 1 New Share (the “Issue Price”). The fair market value of the Consideration GDRs had been determined by an independent valuer in accordance with Article 553 (Non-cash consideration for shares: requirements as to valuation and report) of the ADGM Companies Regulations 2020 (as amended). The value of 1 Consideration GDR, according to such valuer’s report, is equal to the Issue Price. Accordingly, 1 New Share was allotted for each 1 Consideration GDR transferred.
Accordingly, effective from 17 April 2025, the aggregate issued and outstanding share capital of the Company comprises 203 064 235 ordinary shares.
The Company will treat the Consideration GDRs as non-voting and non-eligible for dividend distribution with effect from their delivery to the Company. Accordingly, the Company does not intend to exercise voting rights or receive dividends in respect of such Consideration GDRs and, therefore, the allotment of New Shares does not result in dilution of shareholders.
ENQUIRIES
For investors
Mikhail Perestyuk / Daria Plotnikova
+971 2 877 6840
irteam@globaltrans.com
For media
Anna Vostrukhova
+971 2 877 4166
media@globaltrans.com
EM
globaltrans@em-comms.com
LEGAL DISCLAIMER
Information contained in this announcement concerning the Company is for general information purposes only. The statements and any opinions presented herein are based on general information gathered at the time of writing and are subject to change without notice.
None of the Company nor any of its shareholders, directors, officers or any other person accepts any liability whatsoever for any loss howsoever arising from any use of the contents of this announcement or otherwise arising in connection therewith. This announcement does not constitute an offer or an advertisement of any securities in any jurisdiction. The distribution of this announcement in other jurisdictions may be restricted by law and any such restrictions should be observed.
This announcement may contain forward-looking statements regarding future events. You can identify forward looking statements by terms such as “expect”, “believe”, “estimate”, “anticipate”, “intend”, “will”, “could”, “may”, or “might”, the negative of such terms or other similar expressions. These forward-looking statements include matters that are not historical facts and statements regarding the Company’s intentions, beliefs or current expectations. By their nature, forward looking statements involve risks and uncertainties, because they relate to events and depend on circumstances that may or may not occur in the future. The Company cautions you that forward-looking statements are not guarantees of future performance and that Globaltrans’ actual results of operations, financial condition, liquidity, prospects, growth, strategies and the development of the industry in which Globaltrans operates may differ materially from those described in or suggested by the forward-looking statements contained in this announcement.
In addition, even if Globaltrans’ results of operations, financial condition, liquidity, prospects, growth strategies and the development of the industry in which the Company operates are consistent with the forward-looking statements contained in this announcement, those results or developments may not be indicative of results or developments in future periods. Unless otherwise set out herein, the Company does not intend to update this announcement or reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause actual results to differ materially from those contained in forward-looking statements of Globaltrans, including, among others, general economic conditions, the competitive environment, risks associated with operating in Russia, market changes in the Russian freight rail market, as well as many of the risks specifically related to Globaltrans and its operations. No reliance may be placed for any purposes whatsoever on the forward-looking statements contained in this announcement.