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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Arc Growth | LSE:AGCV | London | Ordinary Share | GB00B067NY94 | ORD 10P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 35.00 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
TIDMAGCV RNS Number : 9022L Arc Growth Company VCT plc 20 January 2009 For Immediate Release 7.00am 20 January 2009 Arc Growth Company VCT plc ("Arc VCT" or "the Company") Posting of Shareholder Circular Proposed appointment of Investment Manager Proposed change of Name The directors of the Arc VCT announce that on 19th January 2009 they posted a Circular to Shareholders setting out some proposed changes to the Company. The Board proposes to appoint Elderstreet Investments Limited ("Elderstreet Investments") as the Company's Investment Manager with immediate effect. This constitutes a Related Party Transaction and accordingly requires Shareholder approval. This is due to David Lowe, a former Director of the Company, having an interest of 33.3% in the issued share capital of Elderstreet Holdings Limited which in turn holds 100% of Elderstreet Investments, the proposed investment manager. At the same time, and to reflect the change of Investment Manager, the Company proposes to change the name from Arc Growth Company VCT plc to Bedford Row VCT Plc which also requires Shareholder approval. Prior to the appointment, the Directors considered three options following the resignation of Arc Fund Management as Investment Manager on 18 July 2008. These three options were: the Directors continue to manage the Company; merge with another VCT; or appoint a replacement Investment Manager. The Board explored all three options, including a number of approaches to merge with other VCT's. The Directors considered these approaches but felt that none of them were in the best interests of the Shareholders. A search was commenced for a replacement Investment Manager and after discussions with several potential candidates, the Board chose Elderstreet Investments as the Directors felt that they offered the nearest approach to the Company's current investment philosophy and strategy. In addition the Board has been reviewing its costs structure and the composition of its Board and therefore it is the Board's objective to keep such operational costs below GBP100,000 for the financial year ending 28 February 2010. The Directors believe the appointment of Elderstreet Investments should help achieve this. Elderstreet Investments is an experienced VCT investment manager. In 2008 at the Growth Company Investor awards it was shortlisted for VCT Fund Manager of the year. It currently manages the Elderstreet Venture Capital Trust plc, Elderstreet Capital Partners and the Kleinwort Capital Trust plc. The investment management team comprises of 4 key executives with extensive industry background and in aggregate more than 50 years of venture capital experience: Michael Jackson MA FCA, David Taylor BSc DipM, MBA William Horlick and David Lowe FCA. There will be no change in the Company's investing strategy as a result of the proposed appointment of Elderstreet Investments as Investment Manager. Subject to the Resolutions being passed, the Company and Elderstreet Investments will enter into the Investment Management Agreement. Under the Investment Management Agreement, Elderstreet Investments will agree (subject to the overall policy and supervision of the Directors and such directions as the Directors may give from time to time) to manage or procure the management of the Company's investments in return for an annual management fee (payable quarterly in advance) of GBP45,000 (plus VAT, if any, at the applicable rate) plus a performance fee detailed below. The Company will agree to indemnify Elderstreet Investments, as is customary, against all or any actions, proceedings, losses, claims, demands and liabilities whatsoever arising out of the proper performance of the Elderstreet Investments's duties. There is no value or time limit attached to the indemnity other than the statutory time limit of six years. Elderstreet Investments will manage, without additional fee, the monies received by the Company from investors pending investment in investee companies. In the event of Elderstreet Investments managing more than one VCT or EIS Fund ("Managed Funds") it shall afford the Company the opportunity of co-investing in any company in which its Managed Funds invest pro rata to its net asset value and it shall report to the Board monthly confirming all of its Managed Funds investments. Elderstreet Investments will not be entitled to any additional benefits on termination of its appointment. The Company shall pay to the Manager a fee (the "Performance Fee") by way of the issue of new shares at the then Net Asset Value equal to 20 per cent. of the amount by which the aggregate of all Distributions plus the then Net Asset Value exceeds GBP1 per share subject to a cap of 5% of the then issued share capital of the Company. Woodside Secretaries Limited will continue to provide administrative and accounting services to the Company. The General Meeting of the Company will be held at 32 Bedford Row, London WC1R 4HE on 12 February 2009 at 11.00 am. Copies of the Circular are available for inspection by the public at the Document Viewing Facility, 25 The North Colonnade, Canary Wharf, London, E14 5HS. Contact: Richard Hargreaves, Chairman, Arc VCT on 07957 861786 Graham Urquhart, Company Secretary, Arc VCT on 0203 216 2000 William Horlick, Elderstreet Investments on 0207 831 9088 Roland Cornish, Beaumont Cornish Limited on 020 7628 3396. This information is provided by RNS The company news service from the London Stock Exchange END MSCEAXFNFDFNEFE
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