Real Estate Opportunities, the Dublin- and London-listed property company controlled by Treasury Holdings principles Richard Barrett and John Ronan, is seeking to change its corporate structure to reflect its transformation into a property holding company.
The company - which was established as a split capital property investment vehicle in 2001 - is due to be wound up in 2011, at which stage a class of shareholders known as zero dividend preference (ZDP) shareholders would receive a final repayment of their capital.
REO now wants shareholders to approve a new structure that would allow for the repayment of the ZDP shareholders without the company having to be wound up. The reorganisation would be brought about by a scheme of arrangement and the ZDP shareholders would get shares in a new subsidiary which would have "substantially" the same rights as the original ZDP shares.
The scheme if approved would also allow the company to pay dividends from the sale "or other realisation" of its capital assets, although these would be capped at 2.5 pence a year until the "new" ZDP shareholders and loan note holders have been repaid.
The company's share premium account would be cancelled to create a distributable reserve of £213.9 million.
At present REO must comply with restrictions applying to a listed property investment company.