THIS ANNOUNCEMENT INCLUDES INSIDE INFORMATION
Discontinuation Resolution and Directorate Changes
Discontinuation Resolution
The Company's articles of incorporation require the Directors to propose to Shareholders a special resolution for the winding up of the Company if, on
(a) the trading price for the Ordinary Shares had not met or exceeded
(b) the Company's "Invested Capital Target Return" had not been met.
The Company's "Invested Capital Target Return" is a gross internal rate of return of 8 per cent. on the capital raised in the Company's initial public offering from the date of commitment or investment of the relevant portion of that capital to
The Company's all time high trading price as at
Accordingly, the Company must now convene an extraordinary general meeting at which a special resolution will be proposed for the winding up of the Company (the "Discontinuation Resolution"). The Company's articles require that the extraordinary general meeting must be held by
Shareholders should note that as the Discontinuation Resolution is a special resolution, it would require 75 per cent. of the votes cast on the resolution to be in favour to pass. The Company has received an irrevocable undertaking from its largest shareholder,
Future of the Company
Despite the prolonged downturn in the price of oil and gas and the poor performance of the trading price of the Ordinary Shares, the Investment Manager believes that the investment outlook for the Company remains attractive, in particular in light of its modified investment programme for the Company (adopted in 2019) which seeks to give the Company greater autonomy from the private funds managed by affiliates of the Investment Manager and to diversify the Company's investments.
The Investment Manager continues to reposition the Company's focus away from oil and gas investments in the exploration and production sector and to increase its focus on renewable, decarbonisation and selective infrastructure investments, in each case with strong ESG processes in place. This includes the Company's
The Company's independent directors are supportive of the continuation of the Investment Manager's modified investment strategy for the immediate future. The independent directors do propose, however, to monitor the Investment Manager's success in repositioning the Company's existing investment policy through the modified investment strategy over the next twenty four months. In the absence of a significant improvement in the performance of the Company, taking into account the trading price of the Ordinary Shares and portfolio performance over that period, the independent directors will seek Shareholder approval before
Directorate changes
To bring the structure of the Board in line with current market practice, each of
About
REL is a closed-ended investment company that invests exclusively in the global energy industry across all sectors. REL aims to capitalise on the opportunities presented by Riverstone's energy investment platform. REL's ordinary shares are listed on the
For further details, see www.RiverstoneREL.com
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