Pembroke VCT PLC Publication of Prospectus and Circular (6195Q)
01 December 2016 - 4:36AM
UK Regulatory
TIDMPEMV TIDMPEMB
RNS Number : 6195Q
Pembroke VCT PLC
30 November 2016
30 November 2016
Pembroke VCT plc
Publication of Prospectus and Circular
Pembroke VCT plc (the "Company") has today published a
prospectus (the "Prospectus") in relation to the offer for
subscription of up to GBP15 million of B Ordinary Shares of 1p each
in the capital of the Company with an over-allotment facility for
up to a further GBP10 million of B Ordinary Shares (the
"Offer").
The Company has also today published a circular (the "Circular")
convening a shareholder general meeting (the "General Meeting") to
be held at 3 Cadogan Gate, London SW1X 0AS at 10.00am on 5 January
2017 at which resolutions will be put to Shareholders to approve
the issue of further shares in the Company (under the Offer and
otherwise) and the cancellation of the share premium account of the
Company.
Copies of the Circular and Prospectus are available from Tamara
Warren at Oakley Investment Managers LLP (020 7766 2836).
Subject to shareholder approval at the General Meeting, the
offer of further B Ordinary Shares is expected to become
unconditional with effect from 5 January 2017 (the date of the
General Meeting) and will close not later than 12.00pm on 5 April
2017 in respect of the 2016/2017 Offer and not later than 5.00pm on
28 April 2017 in respect of the 2017/2018 Offer, or as soon as the
Offer is fully subscribed. The closing date of the Offer, and the
deadline for receipt of applications for the final allotment with
respect to the 2017/18 Offer, may be extended by the Directors at
their absolute discretion to a date no later than 17 November
2017.
Application has been made for the admission of the further B
Ordinary Shares to be issued under the Offer to listing on the
premium section of the UKLA's Official List and to trading on the
main market of the London Stock Exchange. It is expected that new B
Ordinary Shares will be issued throughout the period of the Offer
until it closes.
Pursuant to an offer agreement dated 30 November 2016 relating
to the Offer between, among others, the Company and Oakley Capital
Limited ("Oakley"), Oakley, as co-promoter of the Offer, will
receive a commission of between 5% (where commission is payable to
an intermediary) and 2% (in all other cases) of the relevant
accepted applications, with reductions to the fee applying in the
case of early applications under the Offer (only where no
intermediary commission is payable). No commission is, however,
payable to Oakley in the case of direct investments of GBP200,000
made at any time during the Offer. As Oakley is an associate of one
of the directors of the Company and, therefore, a related party of
the Company under the Listing Rules, the payment of such commission
by the Company to Oakley is a transaction to which Listing Rule
11.1.10R applies.
The B Ordinary Share class was launched in October 2014, and to
date the Company has invested GBP7.9 million from its B Ordinary
Share pool in 21 companies, of which 19 remain active
investments.
A copy of the Prospectus is available, free of charge, from the
registered office of the Company.
Copies of the Prospectus and the Circular will be submitted to
the National Storage Mechanism and will shortly be available for
viewing online at the following website:
http://www.morningstar.co.uk/uk/NSM
For further information, please contact:
Pembroke VCT plc
020 7766 6900
Peter Dubens
Oakley Investment Managers LLP (Manager)
020 7766 6900
Andrew Wolfson / Simon Male
Kin Capital Limited, Co-promoter to the Offer
0203 743 3100 / 0203 743 3122
Richard Hoskins / Tom Hopkins
The City Partnership (UK) Limited (Company Secretary)
0131 243 7215
Doreen Nic
Cornerstone Communications
07917 080 365
Richard Acworth
This information is provided by RNS
The company news service from the London Stock Exchange
END
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