Jan. 8, 2013
/PRNewswire/ -- The Greater China Fund, Inc. (NYSE: GCH) (the "Fund") announced today the commencement of an issuer tender offer by the Fund to acquire in exchange for cash up to 70% of the Fund's issued and outstanding shares at a price per share equal to 99% of the Fund's net asset value per share as determined by the Fund on the next business day following the expiration date of the tender offer (the "Tender Offer").
The Tender Offer is being made on the terms and subject to the conditions set forth in the Fund's Offer to Repurchase, dated
January 8, 2013
, and related Letter of Transmittal, as such documents may be amended or supplemented prior to the expiration date for the Tender Offer. The tender offer will terminate at
11:59 p.m. Eastern Time
February 6, 2013
, unless amended, extended or terminated. If more than 70% , but less than 75%, of the Fund's outstanding shares are tendered in the offer and not withdrawn, and the Fund purchases shares in accordance with the terms of the offer, it will purchase shares from tendering shareholders on a pro rata basis.
The Tender Offer follows discussions and an agreement with City of London Investment Management Company Limited ("CLIM"), which is the largest beneficial owner of the Fund's shares, pursuant to which the Fund agreed to promptly commence a tender offer following the approval of Aberdeen as the Fund's investment manager at the Special Meeting of Stockholders (the "Special Meeting"), held earlier today. As a result of Aberdeen's approval at the Special Meeting and pursuant to the agreement between the Fund and CLIM, CLIM has agreed to tender all of the Fund Shares that it beneficially owns upon expiration of the Tender Offer, and in the event that CLIM is able to tender all of the shares it beneficially owns, CLIM has agreed that it will enter into a "standstill agreement" with the Fund for one year following the completion of the Tender Offer. Under the standstill agreement, CLIM would be permitted to be a passive investor in the Fund and to purchase shares for investment purposes only. The Fund has further agreed with CLIM that if 75% or more of the Fund's outstanding shares have been tendered and not withdrawn in the Tender Offer, then the Tender Offer will be cancelled, the Fund's Board of Directors will recommend that the Fund be liquidated and the Fund will proceed to solicit proxies from stockholders for the liquidation and dissolution of the Fund immediately thereafter.