Proven Growth & Inc. Proven Growth & Income Vct Plc : Offer For Subscription
22 September 2016 - 2:27AM
UK Regulatory
TIDMPGOO
ProVen Growth and Income VCT plc
21 September 2016
Offer for Subscription
ProVen Growth and Income VCT plc (the "Company") announces that it has
published a Prospectus (comprising a Securities Note, Registration
Document and Summary) (the "Prospectus") to raise up to GBP30 million
with an over allotment facility of up to a further GBP10 million through
an offer for subscription (the "Offer") of new ordinary shares ("New
Ordinary Shares").
The Offer opens on 21 September 2016 and will close not later than 1.00
pm on 5 April 2017 in respect of the 2016/2017 Offer and not later than
1.00 pm on 31 May 2017 in respect of the 2017/2018 Offer, or as soon as
the Offer is fully subscribed. The Directors in their absolute
discretion may decide to increase the size of the Offer up to maximum of
GBP40 million, close the Offer earlier or extend the closing date of the
2017/2018 Offer to a date no later than 21 September 2017.
Applicants (and their spouses) who had an existing shareholding in the
Company, ProVen VCT plc or ProVen Planned Exit VCT plc on 1 August 2016
and whose application form is received by 1.00pm on 13 January 2017 will
be entitled to additional New Ordinary Shares equivalent to 2% of the
amount subscribed. All other applicants whose application forms are
received by 1.00pm on 13 January 2017 will be entitled to additional New
Ordinary Shares equivalent to 1% of the amount subscribed. Applicants
(and their spouses) who had an existing shareholding in the Company,
ProVen VCT plc or Proven Planned Exit VCT plc on 1 August 2016, and
whose Application Form is received after 1.00 pm on 13 January 2017 and
prior to the close of the Offer, will be entitled to additional New
Ordinary Shares equivalent to 0.5% of the amount subscribed.
Pursuant to an agreement dated 21 September 2016 between, inter alia,
the Company and Beringea LLP, the Company's investment manager
("Beringea"), Beringea will receive a fee (the "Fee") for acting as
promoter of the Offer equal to five and a half (5.5) per cent. of the
gross funds raised under the Offer from applications received through
execution only brokers or directly from investors and three (3) per
cent. of the gross funds raised under the Offer from applications
received through financial advisers. Out of the Fee Beringea will pay
all costs agreed between the Company and Beringea, including charges and
expenses of or incidental to the Offer.
Pursuant to a deed of variation dated 21 September 2016, the investment
management agreement (the "IMA") between the Company and Beringea will
be varied as a result of the Offer to provide for an increase in the
compensation payable to Beringea (the "Additional Compensation") in the
event of an early termination of the IMA. The maximum amount of
Additional Compensation payable is the sum of GBP1,080,000.
The Fee and Additional Compensation are smaller related party
transactions under Listing Rule 11.1.10.
To obtain a copy of the Securities Note private investors and Financial
Advisers should call the investment manager, Beringea, on 020 7845 7820.
A downloadable version of the Securities Note will shortly be available
from www.provenvcts.co.uk.
A copy of the Prospectus is available, free of charge, from the
registered office of the Company or from:
Beringea LLP
39 Earlham Street
London WC2H 9LT
Copies of the Prospectus will be submitted to the National Storage
Mechanism and will shortly be available for viewing online at the
following web-site address:
http://www.hemscott.com/nsm.do
For further information please contact:
Shane Elliott or Kate Justham on 020 7845 7820
Beringea LLP
Company Secretary
Telephone 020 7845 7820
- End
This announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the information
contained therein.
Source: Proven Growth & Income VCT plc via Globenewswire
(END) Dow Jones Newswires
September 21, 2016 12:27 ET (16:27 GMT)
Copyright (c) 2016 Dow Jones & Company, Inc.
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