13 January 2025
Taylor Maritime Investments Limited
Result of General Meeting
The Board of Taylor Maritime Investments Limited ("TMI" or the "Company"), the listed specialist dry bulk shipping investment company, is pleased to announce that at the General Meeting of the Company held earlier today, all resolutions were passed on a poll. The proxy votes received by the Company were as follows:
| Resolution | For | Against | Withheld* | ||
| Votes | % | Votes | % | Votes | |
| Transfer of the listing of the whole of the Company's issued share capital to the equity shares (commercial companies) category of the Official List, as described in Part 1 of the circular to Shareholders dated 11 December 2024 (the "Circular").
| 222,028,310 | 98.21% | 4,043,512 | 1.79% | 3,930 |
| Amendments to the Company's Articles of Incorporation.
| 172,478,379 | 76.29% | 53,593,443 | 23.71% | 3,930 |
| Change of the Company's name to Taylor Maritime Limited.
| 222,031,310 | 98.21% | 4,040,512 | 1.79% | 3,930 |
*A vote withheld is not a vote in law and is therefore not counted towards the proportion of votes "For" or "Against" the resolution. Resolutions 1 to 3 were proposed as Special Resolutions. Resolutions 2 and 3 were proposed subject to and conditional on the passing of Resolution 1.
As explained in the Circular, the Company will apply to the United Kingdom Financial Conduct Authority (the "FCA") for the transfer the listing category of its Ordinary Shares from the closed-ended investment funds category to the equity shares (commercial companies) category of the Official List (the "Proposed Transfer"), expected to take effect on 10 February 2025 (the "Proposed Transfer Effective Date"). Subject to FCA approval, with effect from the Proposed Transfer Effective Date, the Company's Investment Policy will cease to apply, notice will be given to the Guernsey Financial Services Commission for the surrender of the Company's registration as a closed-ended collective investment scheme, and application will be made to the Guernsey Registry for the change of the Company's name to Taylor Maritime Limited. A further announcement will be released in due course confirming the changes.
Shareholder attention is drawn to paragraphs 4, 5 and 6 of Part 1 of the Circular for further details of the effect and implications of the Proposed Transfer.
The Board notes a high proportion of the votes cast against Resolution 2 were cast by a single large shareholder. The Board engaged with such shareholder prior to the General Meeting and will extend an option of further engagement to understand the reasons behind their decision. The Board notes such shareholder voted in favour of Resolutions 1 and 3.
In accordance with UKLR 6.4.13, details of those resolutions passed at the General Meeting that were not in the ordinary course of business are detailed below.
1. That the transfer of the listing of the whole of the Company's issued share capital from the closed-ended investment funds category to the equity shares (commercial companies) category of the Official List as described in Part 1 of the Circular be approved and that accordingly the Company's Investment Policy shall no longer apply from the Proposed Transfer Effective Date and that the Directors be and are hereby authorised to do and/or procure to be done all such acts or things as they may consider necessary or desirable in connection therewith.
2. That, subject to and conditional on the passing of Resolution 1 above and the Proposed Transfer becoming effective, the Company adopts the amendments to its Articles as described in Part 4 of the Circular and in the form as may be inspected at the registered office of the Company during usual hours on any weekday from the date of the Circular up to and including the date of the General Meeting and at the place of the General Meeting for at least 15 minutes before and during the General Meeting.
3. That, subject to and conditional on the passing of Resolution 1 above and the Proposed Transfer becoming effective, in accordance with section 25(2) of the Companies (Guernsey) Law, 2008 (as amended, extended or replaced), the name of the Company be changed to Taylor Maritime Limited.
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Notes to Editors
About the Company
Taylor Maritime Investments Limited is an internally managed investment company listed under the closed-ended investment funds category of the FCA's UK Listing Rules sourcebook (previously the Premium Segment of the Official List), with its shares trading on the Main Market of the London Stock Exchange since May 2021. The Company specializes in the acquisition and chartering of vessels in the Handysize and Supra/Ultramax bulk carrier segments of the global shipping sector. The Company invests in a diversified portfolio of vessels which are primarily second-hand and Japanese built.
The Company acquired a controlling stake in Grindrod Shipping Holdings Limited ("Grindrod") in December 2022 and, following a selective capital reduction which took effect on 16 August 2024, Grindrod became a wholly owned subsidiary of the Company and was delisted from each of Nasdaq and the JSE. As a result, the Company, through its subsidiaries, currently has an owned fleet of 31 dry bulk vessels consisting of 21 Handysize vessels (including one vessel held for sale) and ten Supra/Ultramax vessels (including one vessel under a JV agreement and one long-term chartered in vessel with purchase option). The Company also has six vessels in its short-term chartered in fleet. The ships are employed utilising a variety of employment/charter strategies.
The Company's target dividend policy is 8 cents p.a. paid on a quarterly basis, with a targeted total NAV return of 10-12% per annum over the medium to long-term.
For more information, please visit www.taylormaritimeinvestments.com.
About Geared Vessels
Geared vessels are characterised by their own cargo loading and discharging equipment. The Handysize and Supra/Ultramax market segments are particularly attractive, given the flexibility, versatility and port accessibility of these vessels which carry necessity goods - principally food and products related to infrastructure building - ensuring broad diversification of fleet activity and stability of earnings through the cycle.
IMPORTANT NOTICE
The information in this announcement may include forward-looking statements, which are based on the current expectations and projections about future events and in certain cases can be identified by the use of terms such as "may", "will", "should", "expect", "anticipate", "project", "estimate", "intend", "continue", "target", "believe" (or the negatives thereon) or other variations thereon or comparable terminology. These forward-looking statements are subject to risks, uncertainties and assumptions about the Company, including, among other things, the development of its business, trends in its operating industry, and future capital expenditures and acquisitions. In light of these risks, uncertainties and assumptions, the events in the forward-looking statements may not occur.
References to target dividend yields and returns are targets only and not profit forecasts and there can be no assurance that these will be achieved.
LEI: 213800FELXGYTYJBBG50
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