BlackRock Frontiers Reconstruction of BlackRock Emerging Europe plc

 
TIDMBRFI 
 
THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR 
INDIRECTLY, IN OR INTO, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF 
SOUTH AFRICA AND THE UNITED STATES OR ANY OTHER JURISDICTION WHERE TO DO SO MAY 
RESULT IN THE CONTRAVENTION OF ANY REGISTRATION OR OTHER LEGAL REQUIREMENT OF 
SUCH JURISDICTION 
 
                   BLACKROCK FRONTIERS INVESTMENT TRUST PLC 
 
                           LEI: 5493003K5E043LHLO706 
 
                Reconstruction of BlackRock Emerging Europe plc 
 
17 August 2018 
 
The board (the "Board") of BlackRock Frontiers Investment Trust plc (the 
"Company" or "BRFI") is pleased to announce that terms have been agreed in 
principle with the board of BlackRock Emerging Europe plc ("BEEP") for the 
Company to act as the sole rollover vehicle for shareholders of BEEP in 
connection with BEEP's proposed voluntary liquidation. 
 
BEEP announced on 14 June 2018 that the proposed tender offer to shareholders 
of BEEP ("BEEP Shareholders") would result in the remaining assets of BEEP 
being below the minimum level which the board deemed necessary for BEEP to 
continue. The board of BEEP (the "BEEP Board") therefore elected not to proceed 
with the tender offer and confirmed that revised proposals would be put to 
shareholders, which would include the option of a full cash exit. 
 
The BEEP Board has undertaken a review of the options available to BEEP and has 
announced today that it intends to put forward proposals to put BEEP into 
voluntary liquidation and to offer BEEP Shareholders the option of electing for 
any combination of: 
 
*           receiving cash at net asset value less costs; and 
 
*           rolling their investment into new C shares to be issued by BRFI. 
 
New C shares in BRFI will be issued at 100 pence per C share and it is expected 
that the C shares will be converted into ordinary shares in BRFI on a NAV for 
NAV basis once the C share portfolio has been substantially invested in 
accordance with BRFI's investment policy. 
 
The costs incurred by BRFI in connection with the proposals will be deducted 
from the C share pool such that these costs are effectively borne by those BEEP 
Shareholders electing to roll over.  BlackRock has agreed to meet any costs 
exceeding 1 per cent. of the value of the C share pool such that the opening 
NAV of the C shares will be not less than 99 pence per C share.  Subject to 
take-up, the other anticipated benefits to BRFI's shareholders include an 
increase in the future marketability and liquidity of the Company's shares and 
a reduction of the ongoing charges ratio. 
 
The proposals will be effected by way of a scheme of reconstruction of BEEP 
under section 110 of the Insolvency Act 1986, resulting in the voluntary 
liquidation of BEEP and a rollover of assets of BEEP into BRFI. The transaction 
would be subject to approval from shareholders of both BEEP and BRFI. 
 
A circular convening a general meeting to seek approval of shareholders of BRFI 
for the proposals is expected to be sent in due course.  BRFI will also be 
required to publish a prospectus in connection with the proposals. 
 
Enquiries: 
 
BlackRock Investment Management (UK) Limited             020 7743 3000 
Simon White 
Kevin Mayger 
 
                                                         020 3100 0000 
Winterflood Securities 
Neil Morgan 
 
Important Information 
 
This announcement contains information that is inside information for the 
purposes of the Market Abuse Regulation (EU) No. 596/2014, and is being made by 
the Company solely to comply with its regulatory disclosure obligations. The 
person responsible for arranging for the release of this announcement on behalf 
of the Company is Kevin Mayger of BlackRock Investment Management (UK) Limited, 
Company Secretary. 
 
The information contained in this announcement is given at the date of its 
publication (unless otherwise marked) and may be subject to updating, revision 
and amendment from time to time. 
 
This announcement does not constitute or form part of any offer or invitation 
to sell, or any solicitation of any offer to purchase or subscribe for any 
shares in the Company nor shall it (or any part of it) or the fact of its 
distribution, form the basis of, or be relied on in connection with, any 
contract therefore. 
 
Winterflood Securities Limited, which is authorised and regulated by the 
Financial Conduct Authority in the United Kingdom, acting through its division, 
Winterflood Investment Trusts ("Winterflood"), is acting exclusively for the 
Company and no-one else in connection with the proposals set out in this 
announcement and will not be responsible to anyone other than the Company for 
providing the protections afforded to customers of Winterflood or for providing 
advice in relation to the proposals set out in this announcement. Nothing in 
this paragraph shall serve to exclude or limit any responsibilities which 
Winterflood may have under the FSMA or the regulatory regime established 
thereunder. 
 
Apart from the responsibilities and liabilities, if any, which may be imposed 
on Winterflood by the FSMA or the regulatory regime established thereunder, 
Winterflood accepts no responsibility whatsoever for the contents of this 
announcement or for any other statement made or purported to be made by it or 
on its behalf in connection with the Company or the proposals set out in this 
announcement. Winterflood accordingly disclaims all and any liability whether 
arising in tort or contract or otherwise (save as referred to above) which it 
might otherwise have in respect of this announcement or any such statement. 
 
This announcement contains (or may contain) certain forward-looking statements 
with respect to the Company's current expectations and projections about future 
events. These statements, which sometimes use, but are not limited to, words 
such as 'anticipate', 'believe', 'intend', 'estimate', 'expect' and words of 
similar meaning, reflect the Directors' beliefs and expectations and involve a 
number of risks, uncertainties and assumptions that could cause actual results 
and performance to differ materially from any expected future results or 
performance expressed or implied by the forward looking statement. Statements 
contained in this announcement regarding past trends or activities should not 
be taken as a representation that such trends or activities will continue in 
the future. The information contained in this announcement is subject to change 
without notice and, except as required by applicable law, neither the Company 
nor Winterflood assumes any responsibility or obligation to update publicly or 
review any of the forward looking statements contained herein. You should not 
place undue reliance on forward-looking statements, which speak only as of the 
date of this announcement. 
 
 
 
END 
 

(END) Dow Jones Newswires

August 17, 2018 02:00 ET (06:00 GMT)