Real Estate Credit Inv. PCC Ltd Return of Capital to Cell Shareholders (8384X)
25 November 2014 - 1:11AM
UK Regulatory
TIDMRECI TIDMRECP TIDMERII
RNS Number : 8384X
Real Estate Credit Inv. PCC Ltd
24 November 2014
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR
INDIRECTLY, TO U.S. PERSONS OR INTO OR IN THE UNITED STATES,
AUSTRALIA, CANADA OR JAPAN.
24 November 2014
REAL ESTATE CREDIT INVESTMENTS PCC LIMITED
RETURN OF CAPITAL TO CELL SHAREHOLDERS
Unless otherwise defined herein, terms used in this announcement
shall have the same meanings as those defined in the prospectus
issued by the Company dated 16 October 2013 and the Company's
subsequent supplemental prospectus dated 17 June 2014.
Further to the announcement on 7 October 2014 and in accordance
with the powers granted to the Directors under the Company's
Articles of Incorporation, the Directors are pleased to announce
that they intend to implement a distribution to Cell Shareholders
of the cash proceeds from the recent successful realisation of the
Cell's assets by way of a compulsory share redemption of Cell
Shares (the "Redemption").
Redemption of Cell Shares
The Company today announces that the Cell's entire issued share
capital will be redeemed at close of business on 22 December 2014
(the "Redemption Date") by way of a compulsory redemption of Cell
Shares. The aggregate payment made to Cell Shareholders will be
made up of two components:
-- EUR17,771,113 (equivalent to EUR4.39 per each of the
4,048,094 current outstanding Cell Shares); plus
-- A payment of surplus cash, if any, available upon the winding
up of the Cell (after discharge of all other liabilities of the
Cell).
The Company intends to cancel the admission to trading of the
Cell Shares on the Specialist Fund Market of the London Stock
Exchange with effect from 08.00 a.m. on 23 December 2014.
The Redemption will be effected for holdings of Cell Shares on
the register at the close of business on the Redemption Date (which
is the record date for the purposes of the Redemption), being 22
December 2014.
The amount to be applied to the redemption of the Cell Shares
comprises the monies from the realisation of the Cell's assets,
less the costs and expenses of the Redemption and the anticipated
expenses relating to future maintenance required while the residual
asset described below is held in the Cell and eventual winding up
of the Cell.
Following the redemption, there will be one position remaining
in the Cell which has been held at zero value since the Cell was
created, and is expected to have no value in the foreseeable future
(the "Position"). In case value can be obtained from this Position,
the Cell will be wound up, and the amount to be applied to the
redemption of the Cell Shares will be supplemented by a component
comprising any surplus cash available upon the winding up of the
Cell. Cell Shareholders should be aware that this may be nil in
case (i) no value can be extracted from the Position; or (ii) the
cash retained for maintenance of the Cell is used up for such
purposes.
As at today's date, the Cell has 4,048,094 Cell Shares in issue
of which none are held in treasury. All of the Cell Shares redeemed
on the Redemption Date will be cancelled.
Settlement
In the case of Cell Shares held in uncertificated form (that is,
in CREST), redemptions will take effect automatically on the
Redemption Date and redeemed Cell Shares will be cancelled. All
Cell Shares in issue will be disabled in CREST on the Redemption
Date and the existing ISIN applicable to such Cell Shares (which,
for the Redemption, is GG00BNZB0D17) will expire. Up to and
including the Redemption Date, Cell Shares will be traded under the
existing ISIN and, as such, a purchaser of such Cell Shares would
have a market claim for a proportion of the redemption
proceeds.
In the case of Cell Shares held in certificated form (that is,
not in CREST), redemptions will take effect automatically on the
Redemption Date. As all the Cell Shares will be compulsorily
redeemed, certificated Cell Shareholders do not need to return
their Cell Share certificates to the Company in order to claim
their redemption monies. Cell Shareholders' existing share
certificates will be cancelled. Cheques will automatically be
issued to certificated Cell Shareholders upon the cancellation of
their Cell Shares. All Cell Shares that are redeemed will be
cancelled with effect from the relevant Redemption Date.
Accordingly, once redeemed, Cell Shares will be incapable of
transfer and it is intended that the admission to trading of the
Cell Shares on the Specialist Fund Market of the London Stock
Exchange will be cancelled with effect from 08.00 a.m. on 23
December 2014.
Payments of redemption monies are expected to be effected either
through CREST (in the case of Cell Shares held in uncertificated
form) or by cheque (in the case of Cell Shares held in certificated
form) within 14 Business Days of the relevant Redemption Date, or
as soon as practicable thereafter. Cell Shareholders will be paid
their redemption proceeds in the currency in which their Cell
Shares are denominated or as determined by the Directors. Any
payments of any further redemption monies upon winding up of the
Cell to those persons who were Cell Shareholders on the record date
mentioned above are expected to be effected by cheque as soon as is
reasonably practicable thereafter.
-ENDS-
For further information:
Public Relations: Henrietta Dehn +44(0)20 3540
6455
Investor Relations: Nicole Von Westenholz +44(0)20
7968 7482
Liberum Capital Limited Chris Bowman +44(0)20 3100
2000
This information is provided by RNS
The company news service from the London Stock Exchange
END
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