DNZ and Argosy Unitholders Request Special Meeting

DNZ and Argosy Unitholders Request Special Meeting

DNZ and Argosy Unitholders Request Special Meeting 24/06/2011

DNZ Property Fund and institutional Argosy Unit Holders have signed a meeting requisition requesting a Special Meeting of Argosy investors to vote on resolutions to ensure transparent consideration of options for Argosy’s future.

Argosy Unit Holders DNZ Property Fund Limited, Accident Compensation Corporation, Westpac Banking Corporation & BT Private Selection (a Unit Trust Managed by BT Funds Management (NZ) Limited, Superlife Trustees Nominees Limited and Albany Power Centre Limited have today sent a notice requesting a meeting of Unit Holders of Argosy Property Trust to be held as early as July 15 but no later than August 1 2011, ahead of the Argosy AGM.

“The six resolutions to be considered at the Special Meeting ensure that Argosy unitholders are given the opportunity to hear details about any and all alternatives that are available and ensure a truly independent review of those alternatives.” says DNZ Property Fund Chairman, Tim Storey.

The level of support gained by DNZ means the Special Meeting should be held ahead of Argosy’s scheduled AGM in August and according to DNZ Chairman Tim Storey reflects the level of discomfort among significant institutional Argosy unitholders with the process adopted by Argosy’s independent directors.

“It’s a level of disquiet DNZ shares given the apparent offhand consideration so far given to alternatives including our merger proposal,” said Mr Storey.

“Our view is that Argosy unitholders should have the alternatives put before them before addressing the Internalisation Proposal so we’re pushing for a mid July Special Meeting to consider these resolutions.”

Mr Storey stressed that the support for calling the Special Meeting did not necessarily mean those institutional investors in Argosy backed the merger proposal.

“What they do support is at least having the information presented to all Argosy unitholders to allow them to make a considered decision on the merits of the proposals.

“DNZ’s view is that the benefits available to Argosy unitholders may be more material under other alternatives and should be properly evaluated – but that is a matter to be considered after the Special Meeting.

Mr Storey said that as an Argosy unitholder DNZ also believed there was potential conflict of interests between the Directors and the owners of the manager in pursuing only the internalisation proposal.

“We believe the best interests of unitholders are served by knowing the detail of all alternatives that can be put in front of Argosy’s unitholders.”

Mr Storey said the six resolutions to be considered at the Special Meeting would ensure transparency and a fair consideration of all alternatives available to Argosy Unit Holders.

The resolutions call for the appointment of independent advisors, due consideration of any and all alternatives available to Argosy and full disclosure around the current proposal to internalise the management contract.

A copy of the notice requesting the special meeting accompanies this announcement and contains the following six resolutions:

  • Resolution 1 Amendment to the Trust Deed
  • ResolutionResolution 2 Evaluation of the Alternatives to the Argosy Internalisation Proposal
  • ResolutionResolution 3 Directions to the Trustee
  • ResolutionResolution 4 Directions to the Trustee
  • ResolutionResolution 5 Manager to refrain from calling a Unit Holder meeting to consider Argosy Internalisation Proposal without first engaging in relation to alternative Proposals
  • ResolutionResolution 6 Release full details in of exclusivity arrangements with OnePath (NZ) Limited and voting arrangements with any Unit Holders
  • Resolution

    Important Notice: If at any future point the DNZ merger is able to be progressed, Argosy unitholders would be provided with a Simplified Disclosure Prospectus. This would be part of the information provided to unitholders prior to seeking the approvals for any merger proposal. At this time no DNZ shares are available for subscription by any Argosy unitholders and, for the avoidance of doubt, at this time no money is currently being sought and no applications for DNZ shares will be accepted or money received.


    1: Meeting Requisition Argosy Property Trust – 24 June 2011
    2: DNZ Property Fund Limited Letter to Argosy Unit Holders – 24 June 2011


    For Further Information Please Contact:
    Tim Storey, Chairman, DNZ Property Fund Limited
    Mobile: 021 633 089 – Email: tim.storey@dnzproperty.com

    Paul Duffy, CEO, DNZ Property Fund Limited
    Phone: 09 912 2690 – Mobile: 021 843 758 – Email: paul.duffy@dnzproperty.com

    DNZ Property Fund Overview
    DNZ Property Fund Limited owns one of New Zealand’s largest diversified investment property portfolios with commercial office, retail and industrial properties located in the main urban areas throughout New Zealand.

    As at 31 March 2011, DNZ Property Fund owned 50 properties with 283 tenants, a weighted average lease term (WALT) of 4.3 years, an occupancy rate of 97.9% over a net lettable area of 371,481m², and a portfolio value of $637.7m.

    DNZ Property Fund Limited is a Portfolio Investment Entity in which investors hold shares and is managed by its own internalised management team. DNZ Property Fund Limited also manages the property portfolio of Diversified NZ Property Fund Limited, which is owned by Australian institutional investors.

    DNZ Releases 2011 Annual Report and Pays Final Dividend
    DNZ / Argosy Merger - Update