Lon and St Lawrence Publication of Circular and Notice of General Meetings

 
TIDMLSLI 
 
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN ARE NOT FOR RELEASE, 
  PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED 
           STATES, AUSTRALIA, CANADA OR THE REPUBLIC OF SOUTH AFRICA 
 
20 March 2017 
 
         London & St. Lawrence Investment Company PLC (the "Company") 
 
            Publication of circular and notices of general meetings 
 
Further to the Company's announcement on 26 January 2017 in relation to a 
proposed scheme of reconstruction under section 110 of the Insolvency Act, 1986 
(as amended) and members' voluntary liquidation (the "Scheme"), the Company has 
published a shareholder circular (the "Circular") and notices of general 
meetings. 
 
The Proposals 
 
Under the Scheme, Ordinary Shareholders (who are not Restricted Shareholders) 
are being offered a choice of the following: 
 
  * a tax and cost efficient rollover into the Practical Investment Fund, a 
    unit trust with a similar income-focused strategy to the Company and 
    managed by the same management team who manage the Company's portfolio; and 
    /or 
  * a cash exit at NAV (on the Calculation Date) less costs. 
 
As part of the Proposals, and in conjunction with the liquidation of the 
Company, it is also proposed that Consistent Unit Trust Management Company 
Limited, which is currently a wholly-owned subsidiary of the Company, is sold 
to the Ashfield Consortium. In addition, Aviva has agreed with the Company, 
subject to certain conditions, to make a contribution to the costs of 
implementing the Proposals. Further details of both of these matters are set 
out in the Circular. 
 
The Proposals are subject to shareholder approval. If the Proposals are not 
approved by shareholders the Company will continue as presently constituted as 
an investment trust. 
 
Benefits of the Scheme 
 
The Directors consider the Scheme should have the following benefits: 
 
  * it removes the uncertainty that has arisen by virtue of Aviva's desire to 
    divest its holding in the Company; 
  * the Scheme provides Ordinary Shareholders with optionality, allowing those 
    who wish to divest some or all their holdings to receive a cash 
    distribution and, for those who wish to remain invested (in whole or in 
    part), a tax efficient roll-over into a vehicle with similar investment 
    objectives and managed by the same management team; 
  * by virtue of Aviva's contribution to the costs of the Scheme it is a cost 
    effective solution for Shareholders; 
  * it will enable Ordinary Shareholders who are deemed to elect for the 
    roll-over option to retain market exposure through a vehicle whose 
    portfolio is managed by the same team that manages the Company's portfolio 
    and whose investment objectives are similar; 
  * Ordinary Shareholders who may be subject to UK capital gains or corporation 
    tax on gains on their investment in the Company should be able to rollover 
    this investment into Practical Income Units without crystallising an 
    immediate charge to UK capital gains tax or corporation tax on gains; 
  * Ordinary Shareholders who are deemed to elect for the Default Option will 
    not be required to pay any initial charge or meet any requirement for a 
    minimum subscription level in the Practical Investment Fund.  The Practical 
    Investment Fund also offers daily subscriptions and redemptions at net 
    asset value; and 
  * it is expected that the proposed purchase of Consistent by the Ashfield 
    Consortium will allow the Company to achieve an uplift to the carrying book 
    value of Consistent. 
 
An electronic copy of the Circular and Notices has been submitted to the 
National Storage Mechanism and will shortly be available for inspection at: 
  http://www.morningstar.co.uk/uk/NSM and can also be obtained from the 
Company's website at: http://www.londonandstlawrence.com/. 
 
The First General Meeting on 12 April 2017 and the Second General Meeting on 20 
April 2017 will both be held at the offices of Gowling WLG (UK) LLP, 4 More 
London Riverside, London SE1 2AU. 
 
Expected Timetable 
 
Ex dividend date of the Interim Dividend              30 March 2017 
 
Record date for the Interim Dividend                  5:30 p.m. on 31 March 
                                                      2017 
 
Latest time for receipt of Forms of Proxy for use at  12:00 noon on 10 April 
the First General Meeting                             2017 
 
Latest time for receipt of Forms of Election or TTE   1:00 p.m. on 11 April 
Instructions                                          2017 
 
Record Date for the Scheme                            5:30 p.m. on 11 April 
                                                      2017 
 
Ordinary Shares disabled in CREST                     7:00 a.m. on 12 April 
                                                      2017 
 
First General Meeting                                 12.00 noon on 12 April 
                                                      2017 
 
Ordinary Shares reclassified, Official List amended,  8.00 a.m. on 13 April 
opening of the Register and commencement of dealings  2017 
in respect of the Reclassified Shares 
 
Latest time for receipt of Forms of Proxy for use at  10:00 a.m. on 18 April 
the Second General Meeting                            2017 
 
Calculation Date and valuation point for the          12:00 noon on 18 April 
Practical Income Units to be issued pursuant to the   2017 
Scheme 
 
Payment date for the Interim Dividend                 19 April 2017 
 
Dealings in Reclassified Shares suspended             7:30 a.m. on 20 April 
                                                      2017 
 
Second General Meeting                                10:00 a.m. on 20 April 
                                                      2017 
 
Scheme Effective Date                                 20 April 2017 
 
Contract notes for Practical Income Units dispatched  W/c 20 April 2017 
 
Cheques expected to be dispatched in respect of the   W/c 20 April 2017 
Cash Option and CREST payments made to Shareholders 
 
Cancellation of the listing of the Reclassified       as soon as practicable 
Shares                                                after the Scheme 
                                                      Effective Date 
 
 
Unless otherwise stated in the announcement, capitalised terms are as defined 
in the Circular. 
 
This announcement does not contain all the information which is contained in 
the Circular and Shareholders should read the Circular published by the Company 
today in its entirety. 
 
Enquiries 
 
London & St Lawrence Investment Company PLC 
 
Sean Ashfield                                               [phone] 
 
Jenny Sculley                               [phone] 
 
Cenkos Securities plc 
 
Sapna Shah                                 [phone] 
 
Shamus Henderson                   [phone] 
 
Francesc Garcia-Uriel                [phone] 
 
This announcement contains inside information for the purposes of article 7 of 
the Market Abuse Regulation (EU/596/2014). 
 
The content of this announcement has been prepared by, and is the sole 
responsibility of, London and St Lawrence Investment Company plc. The 
information contained in this announcement is given at the date of its 
publication (unless otherwise marked) and is subject to updating, revision and 
amendment from time to time. Neither the content of the Company's website nor 
any website accessible by hyperlinks to the Company's website is incorporated 
in, or forms part of, this announcement.  The distribution of this announcement 
into jurisdictions other than the United Kingdom may be restricted by law.  Any 
failure to comply with these restrictions may constitute a violation of the 
securities laws or regulations of any such jurisdiction.  In particular, this 
announcement should not be distributed, forwarded to or transmitted, directly 
or indirectly, in whole or in part, in, into or from the United States, 
Australia, Canada, Japan or the Republic of South Africa or any other 
jurisdiction where to do so may constitute a violation of the securities laws 
or regulations of any such jurisdiction.  Cenkos Securities plc, which is 
authorised and regulated by the Financial Conduct Authority, is acting only for 
the Company in connection with the matters described in this announcement and 
is not acting for or advising any other person, or treating any other person as 
its client, in relation thereto and will not be responsible for providing the 
regulatory protection afforded to clients of Cenkos Securities plc or advice to 
any other person in relation to the matters contained herein. 
 
 
 
END 
 

(END) Dow Jones Newswires

March 20, 2017 07:54 ET (11:54 GMT)