Further to the changes already announced to the terms and conditions of the outstanding cumulative financing preference shares (‘preference shares’), the Extraordinary General Meeting of Shareholders of Vopak on 22 December 2004 passed the following resolutions.
- The Articles of Association are to be amended to formalise the arrangements with the holders of preference shares and to comply with the provisions of the Dutch Corporate Governance Code.
- The Executive Board is authorised to repurchase 5,949,000 depositary receipts for preference shares for a total amount of EUR 27.0 million. The depositary receipts corresponding to the preference shares will be cancelled in the first quarter of 2005.
- A distribution of EUR 23.3 million will be made to holders of preference shares not repurchased and charged to the share premium account for preference shares.
As a result of these resolutions, a new programme for preference shares will take effect on 30 December 2004, with the total outstanding amount being reduced by EUR 50.3 million to EUR 65.0 million. The dividend rate has been set at 4.73% (the current dividend averages 6.03%), to be reviewed every five years. The preference shares under the new programme will qualify as equity according to Dutch financial reporting guidelines as well as under the current IFRS standards. The transaction will lead to an increase in earnings per share of approximately EUR 5 cents.
