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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Chelverton Uk Dividend Trust Plc | LSE:SDV | London | Ordinary Share | GB0006615826 | ORD 25P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-5.00 | -3.52% | 137.00 | 134.00 | 140.00 | 137.50 | 136.00 | 136.00 | 32,470 | 08:25:34 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
Mgmt Invt Offices, Open-end | -2.34M | -3.93M | -0.1886 | -7.26 | 28.56M |
TIDMSDV TIDMSDVZ
RNS Number : 5234X
Chelverton Small Cos Div Trust PLC
27 November 2017
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES, ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA (OTHER THAN THE UNITED KINGDOM), AUSTRALIA, CANADA, SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DO SO.
This announcement is an advertisement for the purposes of the Prospectus Rules of the UK Financial Conduct Authority (the "FCA") and not a prospectus and not an offer of securities for sale in any jurisdiction. Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. This announcement does not constitute a recommendation regarding any securities.
Investors should not purchase or subscribe for any shares referred to in this announcement except on the basis of information in the Prospectus and Circulars in connection with the admission of C Shares and/or Ordinary Shares of the Company to the standard segment of the Official List and to trading on the London Stock Exchange's main market for listed securities and the admission of ZDP Shares of ZDPCo to the standard segment of the Official List and to trading on the London Stock Exchange's main market for listed securities.
Chelverton Small Companies Dividend Trust PLC (the "Company")
Chelverton Small Companies ZDP PLC ("Existing ZDPCo")
LEIs: 213800DAF47EJ2HT4P78 and 213800OPDNDC5YERVG70
Placing, Intermediaries Offer and Offer for Subscription of C Shares
and
Issue of ZDP Shares in connection with the recommended proposals for the reconstruction and winding-up of Chelverton Small Companies ZDP PLC and Placing of ZDP Shares
and
Placing Programme of Ordinary Shares and ZDP Shares
Publication of a Prospectus
Further to the announcement on 6 November 2017, the Company announces that it has published a prospectus (the "Prospectus") in relation to:
-- an offer of C Shares comprising a maximum of 75 million C Shares to be issued at the Issue Price of 100 pence per share through a placing (the "Placing"), Intermediaries Offer and Offer for Subscription (together, the "Issue");
-- an issue of up to approximately 30 million ZDP Shares pursuant to a rollover offer ("Rollover") and ZDP Placing ("ZDP Placing") which will involve the liquidation of Existing ZDPCo and issuance of new 2025 ZDP Shares ("ZDP Shares") by SDV 2025 ZDP PLC ("2025 ZDPCo") (together, the "ZDP Issue"), a wholly owned subsidiary of the Company (the "Scheme"). 2025 ZDPCo will issue ZDP Shares at the ZDP Issue Price of 100 pence per ZDP Share; and
-- a Placing Programme of up to 30 million Ordinary Shares (the "Placing Programme") and 7.5 million ZDP Shares (the "ZDP Placing Programme").
The ZDP Shares will have a life of 7.3 years and will have a Final Capital Entitlement of 133.18 pence per ZDP Share on 30 April 2025, equivalent to a gross redemption yield of 4 per cent with an initial target cover ratio of circa 3.75x, subject to the level of take up of the Issue and rollover elections received pursuant to the Scheme.
The C Shares will convert into Ordinary Shares on the basis of the Conversion Ratio calculated at the Calculation Date. Details of the terms and timing of conversion can be found in the Prospectus. The existing investment objective and policy will remain unchanged and the Company intends to use the Net Proceeds of the Issue to add to existing holdings and to make new investments.
The Company has also published a circular (the "Company Circular") today convening a General Meeting to propose resolutions to grant the directors the power to allot the C Shares pursuant the Issue, disapply existing statutory rights of pre-emption in relation to the Issue and Placing Programme, grant the power to allot New Ordinary Shares pursuant to the Placing Programme, approve amendment to the Existing Articles, grant the Directors the power to allot Ordinary Shares, and renewal of the authority granted to the Company to buy back its Ordinary Shares in the market.
Existing ZDPCo has published a circular ("Existing ZDPCo Circular") today convening general meetings of Existing ZDPCo to approve the Scheme and to place Existing ZDPCo into members' voluntary liquidation.
The Company will provide a further update in due course, as appropriate.
Publication of documents
The Prospectus and Circulars will shortly be available for inspection at the National Storage Mechanism (http://www.morningstar.co.uk/uk/nsm), and also on the Company's website (http://chelvertonam.com/fund/small-companies-dividend-trust-plc), subject to applicable securities laws, and are available for viewing at the Company's registered office at Springfield Lodge, Colchester Road, Springfield, Chelmsford, CM2 5PW.
Expected timetable
General Meeting of the Company 9.00 a.m. on 12 December 2017 First General meeting of Existing 9.15 a.m. on 12 ZDPCo December 2017 Latest time and date for commitments 12.00 p.m. on 15 under the Placing December 2017 Announcement of the result 8.00 a.m. on 19 of ZDP Shares to be issued December 2017 pursuant to the Scheme Latest time and date for receipt 11.00 a.m. on 21 of completed applications from December 2017 Intermediaries in respect of the Intermediaries Offer Latest time and date for receipt 11.00 a.m. on 21 of completed Application Forms December 2017 in respect of the Offer for Subscription Announcement of the results 8.00 a.m. on 22 of the Placing, Intermediaries December 2017 Offer and Offer for Subscription and the number of C Shares to be issued Announcement of the number 8.00am on 5 January of ZDP Shares to be issued 2017 pursuant to the ZDP Placing Effective Date for the Scheme 8 January 2018 Initial Admission and Initial 8.00am on 8 January ZDP Admission and dealings 2018 in C Shares and ZDP Shares issued in uncertificated form commence CREST accounts credited with 8 January 2018 uncertificated C Shares and uncertificated ZDP Shares Definitive share certificates 15 January 2018 in respect of C Shares and ZDP Shares dispatched by post in the week commencing Placing Programme and ZDP Placing 9 January 2018 Programme opens Latest date for issuing Ordinary 23 November 2018 Shares and ZDP shares under the Placing Programme and the ZDP Placing Programme respectively
(i) All times and/or dates in the Expected Timetable set out above and in the Prospectus generally may be subject to adjustment
(ii) Any changes to the Expected Timetable set out above will be notified by the Company through a Regulatory Information Service.
(iii) All references to times above and in the Prospectus are to London time.
For further information contact
Chelverton Small Companies Dividend Trust
William van Heesewijk
Chelverton Asset Management
+44 20 7222 8989
Stockdale Securities Limited
Robert Finlay / Owen Matthews
+44 20 7601 6115
Henry Willcocks / Fiona Conroy
+44 20 7601 6128
Important Notice
Save for expressions defined in this announcement, words and expressions defined in the Prospectus and Circulars shall have the same meaning in this announcement.
Stockdale Securities Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting for the Company and 2025 ZDPCo and for no-one else in connection with the matters referred to in this announcement, and will not be responsible to anyone other than the Company and 2025 ZDPCo for providing the protections afforded to clients of Stockdale Securities Limited nor for providing advice in connection with the contents of this announcement or any other matter referred to herein. Stockdale Securities Limited is not responsible for the contents of this announcement. This does not exclude or limit any responsibilities which Stockdale Securities Limited may have under the Financial Services and Markets Act 2000 or the regulatory regime established thereunder.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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(END) Dow Jones Newswires
November 27, 2017 02:00 ET (07:00 GMT)
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