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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Aberforth Smaller Companies Trust Plc | LSE:ASL | London | Ordinary Share | GB0000066554 | ORD 1P |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 16.00 | 0.99% | 1,636.00 | 1,634.00 | 1,636.00 | 1,638.00 | 1,624.00 | 1,628.00 | 88,536 | 14:14:40 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Mgmt Invt Offices, Open-end | 114.95M | 103.34M | 1.2246 | 13.34 | 1.37B |
Hot Features
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RNS Number:2942Q
Aberforth Split Level Trust PLC
29 September 2003
Aberforth Split Level Trust plc
Proposals for the reconstruction of the Company
Introduction
The Board of Aberforth Split Level Trust plc (the "Company") today announces
proposals for the reconstruction of the Company in advance of the planned
winding up of the Company in June 2004. The Company's Articles require that the
Directors put a resolution to Shareholders no later than 30 June 2004 to
consider the winding up or reconstruction of the Company.
The Directors with their advisers have reviewed the courses of action available
and have concluded that it is in the interests of Shareholders as a whole to
propose a scheme of reconstruction, comprising a members' voluntary liquidation
of the Company.
The Proposals
Under the Proposals Unitholders, Capital Shareholders and Income Shareholders
may:
* roll over their investment in a tax-efficient manner into shares in an
existing investment trust, Aberforth Smaller Companies Trust plc, managed by
Aberforth Partners (the ASCoT Option); or
* roll over their investment in a tax-efficient manner into units in an
existing unit trust, Aberforth UK Small Companies Fund, managed within the
Aberforth Partners group (the AFund Option); or
* realise all of their investment in the Company for cash through an orderly
realisation of the relevant proportion of the Company's portfolio, managed
by Aberforth Partners (the Realisation Option); or
* select any combination of the above as suits each Shareholder's personal
investment requirements.
Unitholders and Capital Shareholders (other than Overseas Shareholders who shall
be deemed to have elected for the Realisation Option) who make no valid election
will be deemed to have elected for the ASCoT Option. Income Shareholders (other
than those who hold Income Shares as part of Units) who make no valid election
will be deemed to have elected for the Realisation Option.
The Proposals also include the following features:
* the increase in Income Shareholders' existing entitlement by 11.5p to
21.5p (the Income Share Entitlement) reflects largely the present value of
income foregone between October 2003 and 30 June 2004 (the latest winding up
date) and the corresponding reduction in the net asset value of Capital
Shares reflects their earlier opportunity to earn income from their
investment;
* the costs of the Scheme equivalent to 0.4 per cent. of ASLeT's net assets;
and
* the Liquidators' retention for unknown liabilities equivalent to 0.1 per
cent. of ASLeT's net assets.
In addition to the Income Share Entitlement of 21.5p per Income Share, a final
interim dividend of 5.1p per Income Share will be paid to Unitholders and Income
Shareholders on 31 October 2003.
The Options
ABERFORTH SMALLER COMPANIES TRUST plc - the ASCoT Option
ASCoT is an investment trust which invests in Small UK Quoted Companies and
which had unaudited net assets of #365 million as at 24 September 2003 and whose
portfolio is virtually identical to that of ASLeT. Since its inception to 31
August 2003, a period of 12.7 years, ASCoT has generated a total return of 16.1
per cent. per annum compared to 10.3 per cent. per annum from the HGSC Index
(XIC).
The number of New ASCoT Shares attributable to a Capital Share (including one
held as a Unit) will be determined by dividing the net asset value of a Capital
Share (using mid prices and after taking account of the costs of the Proposals,
the Liquidators' retention and the stamp duty cost of 0.5 per cent. on the
transfer of investments to ASCoT) (the ASCoT Option FAV) by the net asset value
of an ASCoT Share (using mid prices and including all revenue reserves and
current net revenue). The New ASCoT Shares shall rank pari passu in all respects
with the existing ASCoT Shares including the right to the final dividend for the
year to 31 December 2003 which, in the absence of unforeseen circumstances, is
expected to be 6.6p per share. This is an estimate, calculated on the basis of
certain assumptions, is for illustrative purposes only and does not represent a
forecast of profits.
The number of New ASCoT Shares attributable to an Income Share (including one
held as a Unit) will be determined by dividing 21.5p by the net asset value of
an ASCoT Share (using mid prices and including all revenue reserves and current
net revenue).
For illustrative purposes only, this can be shown as follows*:
ASCoT Option
market value
ASCoT Option ASCoT Option as a
FAV as a percentage of
ASCoT Option percentage of market value market value
FAV(p) NAV (%) (p) (%)
NAV (p) Market value
(p)
Unit 623.7 617.3 99.0 597.4 576.0 96.4
Capital Share 602.2 595.8 98.9 573.0 555.9 97.0
Income Share 21.5 21.5 100.0 19.7 20.1 102.0
In the event that ASCoT does not participate in the Scheme all elections for the
ASCoT Option will be deemed to be elections for the AFund Option.
ABERFORTH UK SMALL COMPANIES FUND - the AFund Option
Aberforth UK Small Companies Fund is a UK authorised unit trust with unaudited
net assets of #386 million as at 24 September 2003 which invests in Small UK
Quoted Companies and whose portfolio is virtually identical to that of ASLeT.
Since its inception to 31 August 2003, a period of 12.5 years, AFund has
generated an issue price to issue price total return of 14.9 per cent. per annum
compared to 8.9 per cent. per annum from the HGSC Index (XIC).
The number of AFund Units attributable to a Capital Share (including one held as
a Unit) will be determined by dividing the net asset value of a Capital Share
(using bid prices, approximately 1.1 per cent. lower than mid prices, and after
taking account of the costs of the Proposals and the Liquidators' retention)
(the AFund Option FAV) by the AFund Unit Issue Price (which carries no initial
charge, uses offer prices which are approximately 1.1 per cent. higher than mid
prices, and includes an amount for commission and stamp duty).
The number of AFund Units attributable to an Income Share (including one held as
a Unit) will be determined by dividing the Income Share Entitlement of 21.5p by
the AFund Unit Issue Price.
For illustrative purposes only, this can be shown as follows* (using the
cancellation price of an AFund Unit for the AFund Option market value, which is
3.4 per cent. below the issue price of an AFund Unit):
AFUND Option
market value as
AFUND Option AFUND Option a percentage of
FAV as a market value
AFUND Option percentage of market value (%)
FAV(p) NAV (%) (p)
NAV (p) Market value
(p)
Unit 623.7 613.7 98.4 597.4 593.1 99.3
Capital Share 602.2 592.2 98.3 573.0 572.3 99.9
Income Share 21.5 21.5 100.0 19.7 20.8 105.6
THE REALISATION OPTION
Shareholders electing for the Realisation Option will have their entitlements
represented in the Realisation Pool. The objective of the Realisation Pool will
be to seek an orderly realisation of its investments so as to achieve a timely
and efficient realisation of value, recognising that Shareholders will wish
their cash as quickly as possible.
It is anticipated that some or all of these investments may be sold to other
clients of Aberforth though the level of their buying interest and the value of
the Realisation Pool cannot be determined until around 29 October 2003. While
there can be no certainty that other clients of Aberforth will have an interest
in buying any of the investments, Aberforth nevertheless has reason to believe
such prospective buying interest could be in the region of #75 million. In view
of Aberforth's possible conflict of interest, Cazenove will provide the ASLeT
Board and/or the proposed Liquidators with guidance (and the proposed
Liquidators have undertaken to act in accordance with such guidance) as to the
appropriate price level for such sale, having regard to factors known at the
time including the objective of achieving a timely and efficient realisation of
value.
Under the Realisation Option the cash paid out in respect of an Income Share
(including one held as a Unit) shall be 21.5p. The amount of cash paid out under
the Realisation Option in respect of a Capital Share (including one held as a
Unit) shall depend upon the actual values realised for the assets in the
Realisation Pool, after paying out the entitlements on the Income Shares.
For illustrative purposes only, this can be shown as follows* (using a discount
of 3.0 per cent. to bid prices which in turn are 1.1 per cent. below mid prices,
for the purpose of the Realisation Option value):
Realisation
Option value
Realisation Realisation as a
Option FAV as Option percentage of
Realisation a percentage market value
Option FAV of NAV (%) value (p) (%)
NAV (p) (p) Market value
(p)
Unit 623.7 620.3 99.5 597.4 595.7 99.7
Capital Share 602.2 598.8 99.4 573.0 574.2 100.2
Income Share 21.5 21.5 100.0 19.7 21.5 109.1
Notes
* The information in the tables in the summary, which use data as
at 24th September 2003, being the latest practicable date prior to the
publication of circular to shareholders, is given for illustrative purposes only
and is based on, and should be read in conjunction with, the assumptions set out
in the circular. In particular it should be noted that the net asset values of
a Capital Share and an Income Share reflect the 11.5p adjustment to their
entitlements and the net asset values and market values of a Unit and an Income
Share are reduced by the 5.1p final interim dividend, as if marked "XD".
Expected Timetable
2003
Monday 13 October 9.00 am Latest time and date for receipt of forms of proxy for the Class
Meeting
Wednesday 15 October 9.00 am Class Meeting
Friday 17 October 5.00 pm Record date for final interim dividend to Income Shareholders
Thursday 23 October Date from which it is advised that dealings in Shares should only be
for cash settlement and immediate delivery of documents of title
Monday 27 October 9.15 am Latest time and date for receipt of forms of proxy for the First
Extraordinary General Meeting
5.00 pm Latest time and date for receipt of Forms of Election
Record date for Shareholders to make Elections under the Scheme
Register of members of ASLeT closed
Tuesday 28 October 5.00 pm First Calculation Date
Wednesday 29 October 9.00 am Adjourned Class Meeting (if meeting on 15 October is inquorate)
9.15 am First Extraordinary General Meeting
11.00 am Allocation Date
Friday 31 October Payment of final interim dividend to Income Shareholders
Friday 7 November 8.00 am Dealings in Reclassified Shares commence and register of holders of
Reclassified Shares opened*
5.00 pm ASCoT Calculation Date
Register of holders of Reclassified Shares closed
Saturday 8 November 4.00 pm Latest time and date for receipt of forms of proxy for the Second
Extraordinary General Meeting
Monday 10 November 7.30 am Suspension of listing of Reclassified Shares
4.00 pm Second Extraordinary General Meeting
4.30 pm AFund Calculation Date
Effective Date
AFund Units issued
Tuesday 11 November Dealings commence in New ASCoT Shares and CREST stock accounts
credited
Confirmation notes despatched in respect of AFund Units
Week commencing Definitive certificates despatched in respect of the New ASCoT Shares
(not admitted to CREST)
17 November
* The Reclassified Shares are a technical requirement of the Scheme and will be
created by the resolution proposed at the First Extraordinary General Meeting if
it is passed.
Enquiries:
David Warnock 0131 220 0733
Aberforth Partners
David Ross 0131 220 0733
Aberforth Partners
Gordon Young 0131 220 0733
Aberforth Partners
David Holland 0131 220 0733
Aberforth Partners
Angus Gordon Lennox 020 7588 2828
Cazenove & Co. Ltd
END
Capitalised words and expressions used in this announcement shall bear the same
meanings as in the circular, a copy of which will available in full from 30
September 2003 at the document viewing facility of the UK Listing Authority.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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