Conversion between classes (1087I)

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RNS Number : 1087I

Goldman Sachs Dynamic Opportunities

08 June 2011

Goldman Sachs Dynamic Opportunities Limited ("the Company")

Conversion Notice

The Company's Articles of Association incorporate provisions enabling Shareholders of any one class of Ordinary Shares to convert all or part of their holding into Ordinary Shares of any other class as at the NAV Calculation Date referable to the months of March, June, September and December in each year (each a "Conversion Calculation Date").

Such conversion will be on the basis of the ratio of the NAV of the class of Ordinary Shares to be converted from (less the costs of effecting such conversion), to the NAV of the class of Ordinary Shares to be converted to (each as at the relevant NAV Calculation Date) and otherwise as set out in the Articles.

Shareholders may convert Ordinary Shares of any class into Ordinary Shares of any other class by giving not less than 5 business days notice to the Company in advance of the relevant Conversion Calculation Date. Such notice once given shall be irrevocable without the consent of the Directors.

In the case of Ordinary Shares held in uncertificated form, the relevant USE instruction(s) must be submitted to Capita Registrars at least 5 business days before the relevant Conversion Calculation Date using the CREST information provided below:

CREST PARTICIPANT ID - RA10

MEMBER ACCOUNT CODE:

STERLING TO EURO - GBP2EUR

STERLING TO US DOLLAR - GBP2USD

EURO TO STERLING - EUR2GBP

EURO TO US DOLLAR - EUR2USD

US DOLLAR TO STERLING - USD2GBP

US DOLLAR TO EURO - USD2EUR

In the case of Ordinary Shares held in certificated form, a Conversion Notice must be requested from the Company's Registrars at the following address:

Capita Registrars (Corporate Actions)

P.O. Box 166

34 Beckenham Road

Beckenham

Kent BR3 4TH

Telephone:

From UK: 0870 162 3100

From Overseas: [phone]

To be valid the Conversion Notice and the appropriate Share certificate must be received at the above address at least 5 business days before the relevant Conversion Calculation Date.

In addition Shareholders should note, however, that fractions of Ordinary Shares arising on conversions will be rounded down and that the costs of conversion may be disproportionate to the value of the Ordinary Shares converted. Hence the aggregate Net Asset Value of those Ordinary Shares held after conversion may be less than before such conversion. Shareholders should also note that if they elect to convert Ordinary Shares they will be unable to deal in those Ordinary Shares in the period between giving notice of conversion and the actual date of conversion. Such notice once given shall be irrevocable without the consent of the Directors.

As set out in the Company's circular dated 27 May 2011, once a notice to convert Shares has been given, that Shareholder will not be able to trade in or otherwise deal with those Shares (whether in certificated or uncertificated form) and will be unable to accept a Redemption Proposal (or further Redemption Proposal) which is then open for acceptance in respect of those existing Shares, nor will he be able to accept such proposal in respect of new Shares arising on conversion unless he is registered as a holder of those new Shares as at any record date set for the purposes of eligibility to participate in that Redemption Proposal. Accordingly, a Shareholder who elects to convert existing Shares into EUR Shares or US$ Shares by reference to the 30 June 2011 NAV Calculation Date will be unable to accept a Redemption Proposal for those existing Shares (if they are EUR Shares or US$ Shares).

Furthermore the Directors have considerable discretion in relation to the conversion mechanism. In the event that either or both of the EUR Share or US$ Share classes are (or may be) delisted or the number of Shares remaining in issue is small and hence the class may be particularly illiquid (and assuming that the compulsory redemption provisions are not exercised), the Board's current intention is that it would suspend conversions into (but not from) such share class(es) in the future.

This notice is for information only. Any Shareholder who is in any doubt whether or not to convert is recommended to contact an independent financial adviser.

Expected timetable

 
 Latest date for submission of relevant                23 June 2011 
  USE instruction(s) or receipt of Conversion 
  Notice and Share certificate (as appropriate) 
 Conversion Calculation Date                           30 June 2011 
 Conversion Date                                  By 18 August 2011 
 

Enquiries:

 
 Robin Amer                            Tel: [phone] 
  RBC Offshore Fund Managers Limited                    000 
 

This information is provided by RNS

The company news service from the London Stock Exchange

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