IsZo Capital Management LP (together with its affiliates, “IsZo”), which beneficially owns approximately 13.1% of the outstanding shares of Nam Tai Property Inc. (NYSE: NTP) (“Nam Tai” or the “Company”), today provided two notable updates pertaining to its efforts to reconstitute the Company’s Board of Directors (the “Board”). First, IsZo secured alternative financing for potentially covering Nam Tai’s debt. Second, the Eastern Caribbean Court of Appeal (the “Court of Appeal”) scheduled Nam Tai’s appeal of the Eastern Caribbean Supreme Court’s (the “Court”) ruling against the Company, Kaisa Group Holdings Limited’s (HKG: 1638) (“Kaisa”) wholly-owned subsidiary Greater Sail Limited and West Ridge Investment Company Limited for June 14-16, 2021.
Brian Sheehy, Founder and Managing Member of IsZo, commented:
“We are very gratified that nearly 60% of Nam Tai’s outstanding shares voted to remove the Kaisa-affiliated directors who breached their fiduciary duties and install our slate prior to the Court of Appeal’s stay going into effect. It is clear to us that the market has embraced our director candidates and their plans for unlocking the intrinsic value of the Company’s assets. As evidence, Nam Tai’s shares are up more than 700% since our campaign began in 2020. We believe the market has removed the ‘Kaisa discount’ that weighed down Nam Tai’s shares for far too long.
The fact that we have now secured financing commitments and letters of intent from three China-based banks should also put to rest any concerns stoked by Nam Tai about purported financing risks associated with a reconstitution of the Board. Our slate has lined up ample financing in the event Nam Tai’s lending banks decide to pull their loans. IsZo and its slate look forward to a new day at Nam Tai.”
Alternative Financing Secured by IsZo
IsZo and its director candidates know that Nam Tai’s relationships with its lending banks are valuable. This is why we intend to have the Company honor all of the terms and obligations under its existing loan agreements. Unfortunately, Nam Tai has gone out of its way to suggest that the Company’s lending banks will recall their loans if the Board is reconstituted. Nam Tai has even suggested that the Company would face bankruptcy risks if our slate was elected at the requisitioned meeting of shareholders (the “Special Meeting”).
This is why we have obtained financing commitments, via formal letters of intent, from three separate Chinese banks. The three China-based banks that we obtained letters of intent from collectively have more than $2 trillion (over 13 trillion RMB) in assets.
Our slate is fully prepared to help Nam Tai maintain a strong financial position and ample liquidity. By doing so, a reconstituted Board and rebuilt management team can have the runway necessary to unlock the estimated $40 per share of value trapped inside Nam Tai’s portfolio.
Appeal Hearing Scheduled to Commence on June 14, 2021
As previously disclosed, Nam Tai has appealed the Court’s ruling against the Company, Kaisa’s wholly-owned subsidiary Greater Sail Limited and West Ridge Investment Company Limited. The Court’s ruling voided Nam Tai’s $170 million private placement and required the Company to hold the Special Meeting requisitioned by approximately 40% of the Company’s shareholders. The appeal will be heard by the Court of Appeal from June 14th – 16th. The full transcript from the hearing will be posted to www.FixNTP.com once it is available.
The Court of Appeal previously granted a stay that adjourned the Court-ordered Special Meeting. The stay will remain in place until Nam Tai’s appeal regarding the validity of the private placement is heard and decided. The Court's restrictions on Nam Tai, including prohibiting the Company from carrying out significant transactions without first providing notice to IsZo, also remain in place until the appeal is decided.
Notably, the Court of Appeal was informed prior to granting the stay that of the shareholders who had already voted on the Special Meeting proposals, nearly 97% of shareholders excluding Kaisa had voted to reconstitute the Board with IsZo’s highly-qualified director candidates.
IsZo looks forward to Nam Tai’s shareholders finally having their voices heard.
Shareholders interested in learning more should contact our solicitor, Saratoga Proxy Consulting, at firstname.lastname@example.org or (212) 257-1311. We also encourage shareholders to learn more about our slate and sign up for important updates by visiting www.FixNTP.com.
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