London, United Kingdom, 2 November 2016 – Nord Gold SE (“Nordgold” or the “Company”, LSE: NORD), the internationally diversified low-cost gold producer, announces that it will hold a General Meeting of the Company’s shareholders at the Fetcham Park House, Lower Road, Fetcham, Leatherhead, Surrey KT22 9HD on Friday 18 November 2016 at 10 am GMT (the "General Meeting").
a) reduce the share capital of the Company through a reduction in the nominal value of each of the ordinary shares of the Company from €2.50 to €1.00; and
b) cancel the US$31,267,026.20 standing to the credit of the Company’s share premium account.
The General Meeting follows the re-domiciliation of the Company to the UK from the Netherlands at the end of June 2016. As previously disclosed, this re-domiciliation required the Company to complete a further internal restructuring in order to comply with UK company law associated with the payment of dividends. As a result, no dividend was declared for the second quarter of 2016 and the Company’s intention is to accrue the amount that would have been paid as dividends to shareholders.
The reduction in the Company’s share capital and the cancellation of the amount standing to the credit of the share premium account, as well as an internal restructuring, will enable the Company to create distributable reserves which may be used by the Company to pay dividends to its shareholders in accordance with its stated dividend policy, namely distributing 30% of its normalised net profit attributable to shareholders on a quarterly basis.
Under the UK Companies Act 2006, this capital reduction is also conditional upon the consent of the High Court of Justice in England and Wales.
The Board considers the capital reduction to be in the best interests of the Company and its shareholders as a whole and the Board unanimously recommends that shareholders vote in favour of the resolutions set out in the notice of General Meeting.
The notice of General Meeting and related documents (including proxy forms) are now available on the Company’s website at www.nordgold.com. Nordgold has submitted the Notice of General Meeting and Proxy Forms to the UK National Storage Mechanism.
Nordgold
Valentina Bogomolova
Head of IR
Tel: +7 495 644 4473
Olga Ulyeva
Head of Media Relations
Tel: +7 495 644 4473
Powerscourt
Peter Ogden
Giles Read
Tessa Berry
Tel: +44 (0) 20 7250 1446
