Result of EGM (9019U)

TIDMGBR

RNS Number : 9019U

Global Brands S.A.

03 January 2012

03 January 2012

Global Brands S.A. ("Global Brands" or "the Company")

EGM Results

Global Brands S.A., an international business developing branded food operations in Europe, including being the master franchise owner for Domino's Pizza in Switzerland, Luxembourg and Liechtenstein, is pleased to announce that at the EGM held yesterday all resolutions passed with the requisite majorities.

As a result, Global Brands will demerge its existing business, the Pizza Business, into its Swiss subsidiary, Domino's Pizza Switzerland AG, and transfer the shares of that company to Global Brands' shareholders. Under Luxembourg law, the Demerger will be treated as a reduction in capital in specie. When the Demerger is effected, Global Brands will become an Investing Company under the AIM Rules.

The demerger will result in Shareholders holding shares in two distinct entities with separate strategic, capital and economic characteristics and management teams:

-- Global Brands S.A. will be an Investing Company which will target investment opportunities in line with its Investing Policy; and

-- Domino's Pizza Switzerland AG will own the Master Franchise Agreement for Domino's Pizza in Switzerland, Luxembourg and Lichtenstein and will carry on the Pizza Business as a private company.

The capital reorganisation and demerger involves a first a share split, which will be effective from 5 January 2012 (as announced on 30 December 2011), and then a capital reduction. The Company has today updated the timetable to reflect the Capital Reductions being effective 30 days from the day of the publication of the shareholder vote in the Official Gazette, as opposed to the vote itself. Please note that this has resulted in a change to the expected timetable as included in the shareholder circular posted on 21 December 2011. The amended expected timetable for the remaining steps in the Global Brands demerger is set out below.

Expected Timetable

 
Last day of dealing in Global Brands Ordinary             4 January 2012 
 Shares on AIM prior to 1 for 10 split 
First day of dealing of shares on AIM following           5 January 2012 
 1 for 10 share split 
Publication of EGM results in the official gazette        9 January 2012 
 in Luxembourg 
Last day of dealing with a T+3 settlement in             3 February 2012 
 Global Brands Ordinary Shares on AIM to allow 
 entry on the shareholders register prior to the 
 Record Time 
Last day and dealings in Global Brand Ordinary 
 Shares on AIM cum entitlement to participate           08 February 2012 
 in Demerger 
Record Time for the purposes of determining holders  6.00 pm 08 February 
 of Global Brands Ordinary Shares entitled to                       2012 
 participate in the Demerger and New Warrants 
Completion of Demerger                                  09 February 2012 
Reductions of Capital becomes effective                 09 February 2012 
Expected date of the Demerger                           09 February 2012 
Posting of share certificates for Domino's Pizza        By 06 March 2012 
 Switzerland AG Shares 
 

For further information:

Global Brands S.A.

Simon Bentley, Chairman Tel: [phone]

Bruce Vandenberg, CEO www.globalbrands.ch

Libertas Capital

Thilo Hoffmann Tel: [phone]

Sandy Jamieson www.libertascapitalpartners.com

Alexander David Securities Ltd

Bill Sharp Tel: [phone]

Fiona Kinghorn Tel: [phone]

www.ad-securities.com

FTI Consulting

Jonathon Brill Tel: [phone]

   Caroline Stewart                                                                        www.fti.com 

This information is provided by RNS

The company news service from the London Stock Exchange

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