Richard Homburg and Homburg Finance AG enter into voting agreement and commit to restructuring

Not for release, distribution or publication, in whole or in part, in the United States, Japan or Australia

HALIFAX, Sept. 9, 2011 /CNW/ - Richard Homburg ("Homburg"), director of Homburg Canada Incorporated ("HCI"), and a significant direct and indirect shareholder of Homburg Invest Inc. ("HII"), today announced, together with Homburg Finance AG ("AG"), a Swiss corporation indirectly controlled by Homburg, that they jointly entered into a voting power of attorney and standstill agreement (the "Voting Agreement") with Stichting Homburg Bonds and Stichting Homburg Capital Securities (together the "Trustees"), two foundations governed by the laws of the Netherlands, and have thereby authorized the Trustees to exercise the voting rights in the shares of HII held by Homburg and AG.

Homburg holds 181,841 consolidated class A subordinate voting shares of HII ("Class A Shares") and 95,210 consolidated class B multiple voting shares of HII ("Class B Shares") and AG holds 6,435,865 Class A Shares and 2,352,754 Class B Shares (all such Class A Shares and Class B Shares collectively referred to as the "HII Shares").

Homburg and AG appointed the Trustees, acting jointly, as their attorneys, with full power and authority to vote the HII Shares on their behalf on any resolution presented to the shareholders of HII at a duly called meeting of shareholders of HII in such manner as the Trustees deem appropriate.

"I have decided to transfer control to the Trustees for the benefit and protection of the Homburg (Mortgage) Bond and Homburg Capital Security A holders" said Homburg. "Since HCI's announcement of August 25, 2011 to abandon its offer to privatize HII, the share price has decreased significantly. Any attempt to privatize HII at the current share price level is not in the best interest of all shareholders. Therefore, I see this as the only right way forward for all stakeholders and for the continuity of HII. At March 22, 2011, I stepped down as Chairman of the Board of Directors and CEO of HII. Today, I have transferred my voting rights to the Trustees. I will focus on the privately owned ventures together with Richard Stolle, in so far it relates to real estate. I wish the Trustees wisdom and success as they go forward in exercising these voting rights and in working to ensure repayment of all outstanding Homburg (Mortgage) Bonds and Homburg Capital Securities A."

The Trustees have not acquired any right, title or interest in the HII Shares under the Voting Agreement. However, Homburg and AG, together with other affiliated entities have also entered into a heads of agreement under Dutch law which, among other things, and subject to the approval of the Dutch Authority for the Financial Markets (the "AFM"), confirms the commitment of Homburg, HCI, AG and Uni-Invest Holdings N.V. ("Uni-Invest"), the parent of AG, to deposit the shares of AG in trust with a foundation, the directors of which will be independent of HII and Homburg, such that Homburg and AG will no longer exercise voting control over the HII Shares (the "Restructuring").

The Voting Agreement is intended to remain in place until the Restructuring is completed.

AG has agreed that it will not sell, transfer or otherwise dispose of the HII Shares which it owns other than as part of the Restructuring during the term of the Voting Agreement.

About HCI

HCI is a private real estate investment and management company based in Nova Scotia, Canada.  HCI is a wholly owned subsidiary of the Homburg Group, which is controlled by Richard Homburg.

This announcement does not constitute an offer to purchase any securities, nor a solicitation of any offer, proxy, consent or authorization to buy or subscribe for any securities of HII or any other securities, nor shall it (or any part of it) form the basis of, or be relied upon in connection with, any contract therefore. This announcement may not be released, published, distributed or otherwise sent, in whole or in part, in or into the United States of America, Japan or Australia.


For further information:

Mr. Bert Albers

Profil de l'entreprise


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