MEDIA RELEASE PR38073
QVT Supports Rescue Plan of TZ Limited
SYDNEY, Jan. 28 /PRNewswire-AsiaNet/ --
QVT Fund LP and Quintessence Fund L.P. (together, "QVT"), announced their
support for the rescue plan proposed by the directors of TZ Limited ("TZ" or
the "company"). If passed by shareholders, this rescue plan will allow QVT to
convert approximately AUD$28.6 million of debt into TZ shares.
QVT believes the rescue plan is in the best interests of all shareholders
and will significantly benefit TZ and all shareholders, as, rather than
enforcing its claim for repayment of AUD$28.6 million, QVT is acquiring
shares at a price that is above TZ's last trading price (AUD$0.96) and
agreeing to place shares in escrow for a twelve month period.
QVT is a long term investor in TZ and believes that its interests are
aligned with those of other shareholders. QVT believes in the company's
unique technology, product development opportunities and its dedicated staff,
who have remained committed during this trying period.
In December 2007, QVT subscribed for AUD$24 million worth of convertible
notes. TZ failed to pay QVT the annual interest payments on these notes in
both 2008 and 2009.
Since June 2009, QVT has worked with the current board of the company on
a restructure that would repay QVT without destroying value for shareholders.
In furtherance of this effort, QVT invested an additional AUD$2 million in
the company to sustain TZ's operations and agreed to a moratorium on the
outstanding debt owed to it.
As set out in TZ's Notice of Annual General Meeting and other materials
dispatched to shareholders and released on ASX on 27 January 2010 ("TZ AGM
Documents"), the company's Independent Expert, Lonergan Edwards & Associates
Limited, has strongly recommended that TZ shareholders approve the rescue
plan (in the absence of a superior proposal) because:
- If the rescue plan is not implemented (and in the absence of a superior
proposal, the likelihood of which they consider remote), TZ
shareholders are highly unlikely to receive any value for their TZ
shares because TZ is likely to be placed in administration;
- The rescue plan implicitly values TZ's existing shares (in total) at
AUD$48.6 million; and
- TZ shareholders will therefore be significantly better off if the
rescue plan is approved.
The rescue plan requires approval by TZ's shareholders at the company's
Annual General Meeting on February 26, 2010. QVT urges all shareholders to
support the rescue plan by voting IN FAVOUR of the resolutions.
QVT itself is ineligible to vote on the rescue plan resolutions, but will
vote in favor of the re-appointment of the current directors of TZ: Chairman
Mark Bouris, Kenneth Ting and Willem de Vlugt.
Further information about the rescue plan is set out in the TZ AGM
Documents. TZ shareholders should read these documents carefully before
making any decision in relation to TZ or how to vote at the Annual General
Meeting.
For Further Information Call:
In Australia & Asia:
Tim Allerton
City PR
+61 2 9267 4511
Worldwide:
Shawn Pattison/Patrick Clifford
The Abernathy MacGregor Group
+1 (212) 371-5999
SOURCE: QVT Financial LP
CONTACT: In Australia & Asia:
Tim Allerton, City PR,
+61 2 9267 4511;
Worldwide:
Shawn Pattison or Patrick Clifford, The Abernathy MacGregor Group,
+1-212-371-5999
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