Dubai, 17 March 2009 - On 16 February 2009 TID Global SukukTID Global Sukuk I Limited (the "Issuer"), in its capacity as trustee (in such capacity, the "Trustee") delivered to the holders (the "Certificateholders") of the US$150,000,000 Trust Certificates (Sukuk al-Musharaka) due 2011 issued by it (the "Certificates") a notice stating that it had become aware of the occurrence of certain events which constitute a Change of Circumstance as such term is defined under the management agreement (the "Management Agreement"), dated 20 September 2006, and entered into by and between the Trustee and The Investment Dar CompanyThe Investment Dar CompanyThe Investment Dar Company
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K.S.C. ("TIDTID"). Accordingly, the Trustee in a notice delivered to the Certificateholders through Clearstream and Euroclear on 16 February 2009 requested the Certificateholders to indicate if they wished for the trust created pursuant to the Declaration of Trust dated 20 September 2006 made by the Trustee relating to the Certificates (the "Trust") to be dissolved.
By letter dated 23 February 2009 delivered to the Trustee, Certificateholders holding in the aggregate in excess of 25% of the principal amount of Certificates outstanding (the "Approving Certificateholders"), requested the Trustee to:
(a) notify TIDTID that a Change of Circumstance under clause 9 of the Management Agreement has occurred;
(b) notify TIDTID that this Change of Circumstance constitutes a Dissolution Event under clause 9.1 of the Certificates;
(c) deliver an Exercise Notice in respect of all Units (as defined below) to TIDTID as per clause 3.1 of the Purchase Undertaking dated 20 September 2006 and executed by TIDTID in favour of the Trustee (the "Purchase Undertaking");
(d) upon payment by TIDTID of all amounts owing to the Issuer under the Transaction Documents and redemption of all such amounts due to the Certificateholders in such circumstances the Trust shall be dissolved in accordance with condition 9.2 of the Certificates; and
(e) promptly call for an Extraordinary Meeting of the Certificateholders.
Pursuant to its duties and obligations as Trustee, in response and as directed by the Approving Certificateholders, the Trustee delivered an exercise notice on 27 February 2009 to TIDTID in accordance with the Purchase Undertaking requiring TIDTID to purchase all of the units held by the Issuer in the Musharaka (constituted by the Musharaka agreement dated 20 September
2006 and entered into by and between the Issuer and TIDTID) (the "Units") at the exercise price/dissolution distribution amount of US$153,147,937.50 (the "Exercise Price") on 4 March 2009 for the redemption of the Certificates. Provided the Exercise Price is received by the Issuer, on the last day after the last outstanding Certificate has been redeemed the Trust shall be dissolved.
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