Downing Two VCT Downing Two Vct Plc : Share Class Cancellation

 
TIDMDP2C 
 
 
   20 April 2017 
 
   Downing TWO VCT plc (the "Company") 
 
   RESULT OF GENERAL MEETING AND CONVERSION OF SHARES 
 
   The C and A Share Class Meetings of Downing TWO VCT plc ("Meetings") 
scheduled for 2:00pm and 2:01pm respectively on Thursday 20 April 2017 
did not have a quorum present and both were adjourned. 
 
   At the adjourned meetings, a quorum was present and the resolutions were 
passed. 
 
   Details of the proxy votes in respect of the resolutions which were 
received by 2.00 pm on 18 April 2017, being 48 hours before the time of 
the Meetings (excluding weekends), at the receiving agent, Downing LLP 
are set out below: 
 
   Class meeting of the holders of A Shares of 0.1 pence each ("A Shares"): 
 
 
 
 
             For          Discretionary  Against                   Withheld 
Resolution   No. of                      No. of       Total Votes  No. of 
No.          Votes        No. of Votes   Votes        Cast         Votes 
             % of votes   % of votes     % of votes   % of votes 
1            1,620,588    94,861         -            1,715,449    - 
             94.47%       5.53%          0.00%        100.00%      - 
 
 
 
 
   Class meeting of the holders of C Shares of 0.1 pence each ("C Shares"): 
 
 
 
 
             For          Discretionary  Against                   Withheld 
Resolution   No. of                      No. of       Total Votes  No. of 
No.          Votes        No. of Votes   Votes        Cast         Votes 
             % of votes   % of votes     % of votes   % of votes 
1            1,251,535    51,349         -            1,302,884    - 
             96.06%       3.94%          0.00%        100.00%      - 
 
 
 
 
   Accordingly the board of directors of the Company has resolved to invoke 
the relevant provisions of the Company's articles of association (the 
"Articles") to convert all of the Company's A Shares and C shares in the 
capital of the Company, such that all such shares were converted to 
Deferred Shares on 20 April 2017, such conversion to be calculated by 
reference to the net asset value per share of each relevant share class 
as at 20 April 2017 and the shareholdings reflected on the register of 
members of  the Company as at close of business on 19 April 2017 (the 
"Conversion").  The Conversion took place on 20 April 2017, as a 
consequence of which all A Shares and C Shares were converted to 
deferred shares as follows: 
 
 
 
 
                 Number of shares prior to        Number of deferred shares 
Share class             conversion                  following conversion 
A Shares                           10,724,029                       10,724,029 
C Shares                            7,126,194                        7,126,194 
 
 
 
 
   In accordance with the Articles, the 17,850,223 deferred shares referred 
to above were repurchased by the Company immediately following the 
Conversion and subsequently cancelled. 
 
 
 
   Application will be made for the reference to the A Shares and C Shares 
to be removed from the premium segment of the Official List of the UK 
Listing Authority and from admission to trading on the London Stock 
Exchange plc's main market for listed securities, which is expected to 
take place on or around 24 April 2017. 
 
 
 
   Following the Conversion and the repurchase and the cancellation of the 
deferred shares, the issued share capital of the Company is: 
 
 
 
 
 
 
                                              Voting rights 
Share class                  Shares in issue    per share    Voting rights 
D Shares of 0.1 pence each        10,000,000              1     10,000,000 
E Shares of 0.1 pence each        14,950,000              - 
F Shares of 0.1 pence each        10,810,859              1     10,810,859 
G Shares of 0.1 pence each        25,352,571              1     25,352,571 
K Shares of 0.1 pence each        15,739,341              1     15,739,341 
Total voting rights                                             61,902,771 
 
 
 
 
   20 April 2017 
 
   This announcement is distributed by Nasdaq Corporate Solutions on behalf 
of Nasdaq 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: Downing TWO VCT plc via Globenewswire 
 
 
 
 

(END) Dow Jones Newswires

April 20, 2017 10:54 ET (14:54 GMT)

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