The Greater China Fund, Inc. (NYSE: GCH) Announces Amendment to Proposal to Approve Aberdeen Asset Management Asia Limited
2012年11月27日 - 7:10AM
Marketwired
The Greater China Fund, Inc. (NYSE: GCH) (the "Fund") announced
today that its Board of Directors has approved an amendment to its
proposal that stockholders of the Fund approve Aberdeen Asset
Management Asia Limited ("Aberdeen") as the Fund's new investment
manager. The amendment, which will soon appear in a supplement to
the Fund's proxy statement, provides that if Aberdeen is approved
as the Fund's new investment manager, the Fund will immediately
thereafter commence an issuer tender to acquire in exchange for
cash up to 70% of the Fund's issued and outstanding shares at a
price per share equal to 99% of the Fund's net asset value per
share as determined by the Fund on the next business day following
the expiration date of the tender offer (the "Tender Offer"). The
Fund has scheduled the special meeting of stockholders to approve
Aberdeen for January 8, 2013. The amendment follows discussions and
an agreement between the Fund and City of London Investment
Management Limited ("CLIM"), the Fund's largest stockholder. In
addition to the Tender Offer, the Fund and CLIM have agreed that
CLIM will give its proxy to the Fund's chairman to vote the shares
of the Fund that CLIM beneficially owns as of the record date using
"mirror voting" in respect of the approval of Aberdeen, to the
extent of votes cast "For" or "Against" Aberdeen. In addition, CLIM
has agreed to tender all of the Fund shares it beneficially owns in
the Tender Offer and in the event that CLIM is able to tender all
of the Fund shares it beneficially owns, CLIM has agreed that it
will enter into a "standstill agreement" with the Fund for one year
following the completion of the Tender Offer. Under the standstill
agreement, CLIM will be permitted to be a passive investor in the
Fund and to purchase shares of the Fund for investment purposes
only. The Fund has further agreed with CLIM that if 75% or more of
the Fund's outstanding shares have been tendered and not withdrawn
in the Tender Offer, then Tender Offer will be cancelled, the Board
of Directors will recommend that the Fund be liquidated and the
Fund will proceed to solicit proxies from stockholders for the
liquidation and dissolution of the Fund immediately thereafter.
Further information about the amended proposal to approve
Aberdeen will appear in the Fund's proxy statement supplement which
will be filed with Securities and Exchange Commission ("SEC") and
distributed to all stockholders of record as of the record date.
Copies of the proxy statement supplement will also be available at
the SEC's website at www.sec.gov. Information about the Tender
Offer, including its commencement, which will only occur if
Aberdeen is approved, will be announced via future press releases.
The Tender Offer will be made and stockholders will be notified in
accordance with the requirements of the Securities Exchange Act of
1934, as amended, and the Investment Company Act of 1940, as
amended, either by publication or mailing or both.
You may contact the Fund's proxy solicitor, AST Fund Solutions,
LLC at 212 400-2605 with any questions you have regarding the
Fund's solicitation of proxies to approve Aberdeen as the Fund's
new investment manager.
Closed-end funds, unlike open-end funds, are not continuously
offered. There is a one-time public offering and once issued,
shares of closed-end funds are sold in the open market through a
share exchange. Shares of closed-end funds frequently trade at a
discount to the net asset value. The price of a fund's shares is
determined by a number of factors, several of which are beyond the
control of the fund. Therefore, a fund cannot predict whether its
shares will trade at, below or above net asset value.
This press release shall not constitute an
offer to sell or a solicitation to buy, nor shall there be any sale
of the Fund's shares in any state or jurisdiction in which such
offer or solicitation or sale would be unlawful prior to
registration or qualification under the laws of such state or
jurisdiction.
For more information on the Fund, visit www.greaterchinafund.com
or call 1-877-FUND-GCH (1-877-386-3424).
Contact: The Greater China Fund, Inc. 1-877-FUND-GCH
(1-877-386-3424)
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