Low Carbon Accelerator Limited Result of Extraordinary General Meeting (3400I)
02 July 2013 - 2:32AM
UK Regulatory
TIDMLCA
RNS Number : 3400I
Low Carbon Accelerator Limited
01 July 2013
1 July 2013
LOW CARBON ACCELERATOR LIMITED
(the "Company")
Result of Extraordinary General Meeting
The Company today announces that the Resolutions proposed at its
Extraordinary General Meeting held on 1 July 2013, relating to the
cancellation of admission of the ordinary shares of the Company
(the "Shares") to trading on the AIM market of the London Stock
Exchange and the voluntary winding up of the Company were duly
passed. Details of the proposals put to Shareholders are set out
below.
It is expected that the admission of the Shares to trading on
AIM will be cancelled with effect from 7.00 am on Tuesday 2 July
2013.
Enquiries:
Company Advisor
------------------------------ --------------------
Steve Mahon +44 (0)20 7631 2630
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Grant Thornton UK LLP
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Colin Aaronson or Jen Clarke +44 (0)20 7383 5100
------------------------------ --------------------
Introduction
On 15 January 2013, Low Carbon Accelerator Limited announced
that it had entered into a Stock Purchase Agreement with Sterling
Planet Holdings, Inc. to sell its entire holdings in Sterling
Planet Holdings, Inc., Lumenergi, Inc. and Vigor Renewables Limited
(the "Assets") for a total cash consideration of US$4.4m
(c.GBP2.74m), representing the disposal of substantially all of the
value in the Company's portfolio. As announced on 15 January 2013,
the Company wrote to Shareholders to outline its plans for the
distribution of capital, the liquidation of the Company and the
cancellation of LCA's admission to trading on AIM.
Background to the Proposals
The Company is a closed-ended investment company which is
incorporated in Guernsey and which is managed by Low Carbon
Investors Limited (the "Manager"). The Company was incorporated
with limited liability in Guernsey on 26 September 2006 with
registered number 45536 and was admitted to trading on AIM on 11
October 2006, having raised by way of a placing GBP44,500,000
through the issue of 44,500,000 Shares at GBP1 each.
The Company's investment mandate was to provide Shareholders
with an attractive return on their investment primarily through
significant minority holdings in a diverse portfolio of unquoted
private companies providing low carbon products and services. The
Company executed this strategy by building a portfolio of
investments in potentially high growth businesses which were early
stage in nature, being either pre-revenue or yet to achieve
profitable operation.
Reasons for the Liquidation
The reasons for the liquidation of the Company were announced on
31 May 2013 and have been included in the circular to
Shareholders.
Liquidation of the Company
The Company has now been placed in members' voluntary
liquidation in accordance with Section 391 (1) (b) of The Companies
(Guernsey) Law, 2008 and the Company's net assets are available for
distribution to Shareholders.
The Liquidators will set aside sufficient assets in a
Liquidation Fund to meet the Company's liabilities including the
estimated costs of the Proposals. The Liquidators will also provide
in the Liquidation Fund for a Retention, which they consider
sufficient to meet any contingent and unknown liabilities of the
Company. This Retention is currently expected not to exceed
GBP100,000.
On the basis of the unaudited net asset value of the Company as
at 30 April 2013, the assets of the Company available for
distribution on liquidation would be approximately GBP3,437,000
(which amount includes provision for the Liquidation Fund), which
is equivalent to approximately 3.99 pence per Share in issue
although the amount finally distributed may be different from the
amounts indicated above due to a variety of factors including the
ongoing costs payable during the liquidation and settlement of any
currently unknown or contingent liabilities. As at the date of
announcement, the Company is awaiting the final payment from
Sterling Planet of $1.2m, due on 17 July 2013.
Liquidation distribution(s)
The appointment of the Liquidators and the commencement of the
winding up of the Company has taken effect immediately upon the
passing of the Resolution. The Liquidators expect to make an
initial capital distribution to Shareholders on the Register at the
close of business on 1 July 2013 on or around 2 September 2013. Any
unutilised amount within the Liquidation Fund will potentially be
available for future distributions to Shareholders.
Dealings and Guernsey regulatory notification
Application has been made to AIM and the dealings in the Shares
were suspended on AIM at 7.30 a.m. on 1 July 2013.
The Register will be closed at the close of business on 1 July
2013 and the Shares will also be disabled in CREST at the close of
business on 1 July 2013. Transfer requests received after the
Register has been closed will be returned to the person lodging
them.
After the liquidation of the Company and the making of any final
distribution, existing certificates in respect of Shares will cease
to be of value and any existing credit of Shares in any stock
account in CREST will be redundant.
The Company has applied to cancel the admission of the Shares to
trading on AIM and it is expected that such admissions will be
cancelled on 2 July 2013.
The Guernsey Financial Services Commission has already been
notified of the intention for the Company to delist, surrender its
authorisation as a closed-ended collective investment scheme in
Guernsey and pursue a members' voluntary winding-up and will now be
updated following the passing of the Resolutions.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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