ProVen Plnd Ex VCT Circ Re. Members Voluntary Winding-Up

 
TIDMPPE 
 
 
   ProVen Planned Exit VCT plc 
 
   Circular re: Members Voluntary Winding-Up 
 
   3 March 2016 
 
   Winding-up 
 
   It was announced on 2 March 2016 that the board of the Company (the 
"Board") intends to put to the Company's shareholders (the 
"Shareholders") a proposal for the solvent winding-up of the Company. A 
circular dated 3 March 2016 (the "Circular") explaining the proposal for 
the solvent winding-up of the Company and the actions which are required 
for its implementation is being posted to Shareholders, together with a 
notice of the general meeting of the Company to be held at 3.00 p.m. on 
30 March 2016 at 39 Earlham Street, London, WC2H 9LT (the "General 
Meeting"). The winding-up is conditional on the approval of the 
resolutions to be put to the General Meeting (the "Resolutions"). 
 
   As set out in the prospectus that was issued by the Company on 2 
November 2010 (the "Prospectus"), it was intended that the Company would 
have a limited life of between five and six years. The final allotment 
of ordinary shares ("Ordinary Shares") pursuant to the offer for 
subscription set out in the Prospectus, took place in September 2011 and, 
therefore, a liquidation of the Company between September 2016 and 
September 2017 would be in line with this intention. 
 
   The Company's key objectives, as set out in the Prospectus, were i) to 
provide a tax-free return to Shareholders of at least 8.4% per annum, 
over the life of the Company, on the net investment, which, after 
initial tax relief for a standard UK tax payer, was 70 pence per 
Ordinary Share, and ii) to pay dividends of 6.0 pence per Ordinary Share 
per annum. The Board is pleased to report that dividends of at least 6.0 
pence per Ordinary Share per annum have been paid throughout the 
Company's life. The special interim dividend of 35.0 pence per Ordinary 
Share, which was declared on 2 March 2016, takes overall dividends to 
92.0 pence per Ordinary Share. This, together with the initial 30% 
income tax relief and the residual net asset value, represents a total 
return of 132.2 pence per Ordinary Share. The Board is confident that 
the final capital distribution by the Company, which is expected to be 
paid as soon as possible after September 2016, will achieve the 
objective of returning an annual tax-free return to Shareholders (on the 
net investment after initial tax relief of 70 pence per Ordinary Share) 
of at least 8.4% over the life of the Company. However, Shareholders 
should be aware that the final return is dependent on the future 
realisation of Blis Media Limited and the timing of the final capital 
distribution, both of which are unknown at today's date and, therefore, 
no forecast or projection is to be implied or inferred. 
 
   The Board is proposing that the Company be placed into a members' 
voluntary winding-up and that the Company's assets be realised and 
(after payment of its liabilities and after deducting the costs of the 
liquidation) the net proceeds and other cash held by the Company on such 
winding-up be distributed amongst Shareholders in accordance with the 
provisions of the Company's articles of association. Assuming 
Shareholders accept the Board's recommendation to wind-up the Company, 
no further audited financial statements or half yearly reports will be 
issued by the Company. However, further information about the progress 
of the winding-up will be sent to Shareholders annually. 
 
   If the Resolutions are passed at the General Meeting, this will result 
in the cancellation of the listing of the Ordinary Shares and the 'A' 
Shares on the Official List, which is expected to take place on 31 March 
2016, and these shares ceasing to trade on the London Stock Exchange. 
 
   Expected Timetable 
 
 
 
 
Notice of General Meeting                                 3 March 2016 
Deadline for receipt of Proxy Forms                       3.00 p.m. on 24 
                                                          March 2016 
Suspension of the listing of the Shares on the Official   7.30 a.m. on 30 
 List                                                     March 2016 
General Meeting                                           3.00 p.m. on 30 
                                                          March 2016 
Expected date of cancellation of the listing of the       8.00 a.m. 31 March 
 Shares on the Official List                              2016 
 
 
 
 
   Copies of the Circular will shortly be available for inspection at the 
National Storage Mechanism, which is located at: 
 
   http://www.morningstar.co.uk/uk/NSM 
 
   and on the Company's website: 
 
   www.provenvcts.co.uk 
 
 
 
   Beringea LLP 
 
   Company Secretary 
 
   020 7845 7820 
 
   - End 
 
   This announcement is distributed by NASDAQ OMX Corporate Solutions on 
behalf of NASDAQ OMX 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 Planned Exit VCT plc via Globenewswire 
 
   HUG#1991497 
 
 
 
 

(END) Dow Jones Newswires

March 03, 2016 11:10 ET (16:10 GMT)

Copyright (c) 2016 Dow Jones & Company, Inc.