Puma VCT 12 PLC Dividend, Proposed Liquidation & Notice of Meeting (6384M)

TIDMPU12

RNS Number : 6384M

Puma VCT 12 PLC

25 May 2022

ANNOUNCEMENT RE INTERIM DIVIDEND AND WINDING-UP CIRCULAR

Interim Dividend

Following significant further realisations from the Company's portfolio resulting from the Company's recently announced successful exits of its investments in Tictrac Limited ("Tictrac") and Sunlight Education Nucleus Limited ("SEN") , the Board is pleased to announce that it has approved an interim dividend of 40 p per Share. The ex-dividend date will be 1 June 2022 and the record date 6 June 2022. The dividend will be paid to Shareholders on or about 22 June 2022. Following payment of this interim dividend, the Company will have distributed 70p per Share in dividends, equal to the net cost of Shareholders' initial investment in the Company. The balance of the Company's portfolio yet to realise and liquidate is currently valued at approximately 38p per share.

Winding-Up Circular

Further to previous communications to shareholders, a circular explaining the proposal for the winding-up of the Company and the actions which are required for its implementation has been posted to shareholders on 25 May 2022, together with a notice of the General Meeting of the Company to be held at 3.00 p.m. on 23 June 2022 at Cassini House, 57 St James's Street, London SW1A 1LD . The winding-up is conditional on the approval of the resolutions to be put to the General Meeting (the "Resolutions").

The Company was established with the intention that it would have a limited life and as stated in the Company's prospectus dated 14 October 2015 (the "Prospectus") and the Company's interim report for the six months ended 31 August 2021, it was envisaged that the Board would convene a General Meeting of the Company following its fifth anniversary at which resolutions would be proposed to place the Company into members' solvent liquidation. However, in light of the Covid-19 outbreak, it was likely that a number of potential exits from portfolio companies would be delayed until there was a greater degree of economic certainty. The Board has kept this under regular review and given the greater economic certainty as we emerge from the Covid-19 pandemic, as well as the Company's recently announced sales of its investments in Tictrac and SEN, the Board believes that the time is now right to progress the liquidation process.

Dividends paid to Shareholders to date (including the special interim dividend of 21p per Share paid to Shareholders in October 2021 following the Company's successful exit of its stake in direct cremations business Pure Cremation but excluding the interim dividend of 40p announced today) have brought total cash returned to Shareholders who initially received higher rate tax relief to 60p, comprising 30p in dividends and 30p in income tax relief. Following payment of the 40p interim dividend announced today, the Company will have distributed 70p per Share in dividends, equal to the net cost of Shareholders' initial investment in the Company.

Puma Investment Management Limited, the Company's investment manager, (the "Investment Manager") has continued to concentrate on planning realisations of investments in order to return further funds to Shareholders in accordance with the Prospectus. Subject to the Resolutions being passed, the Investment Manager intends to realise value from the Company's residual holdings and settle liabilities in order to simplify the Company's liquidation and maximise final returns to Shareholders. Following payment of the 40p interim dividend announced today, the balance of the Company's portfolio, comprising nine remaining holdings, valued at approximately 38p per Share remains to be realised.

The Board is, therefore, now recommending that the Company be placed in voluntary liquidation with the intention that additional funds are returned to Shareholders by way of a capital distribution or distributions by the liquidators as further exits are achieved and that Asher Miller and Stephen Katz of Begbies Traynor (London) LLP be appointed joint liquidators.

If the Resolutions are passed, this will result in the cancellation of the listing of the Company's Shares on the Official List of the Financial Conduct Authority, which is expected to take place on 24 June 2022, and the Shares ceasing to trade on the London Stock Exchange.

Expected Timetable

 
Notice of General Meeting                25 May 2022 
Deadline for receipt of Proxy Forms      3.00 p.m. on 21 June 2022 
Suspension of the listing of the Shares  7.30 a.m. on 23 June 2022 
 on the Official List 
General Meeting                          3.00 p.m. on 23 June 2022 
Expected date of cancellation of the     8.00 a.m. on 24 June 2022 
 listing of the Shares on the Official 
 List 
 

Documents

A copy of the circular has been submitted to the National Storage Mechanism and will shortly be available for inspection at:

https://data.fca.org.uk/#/nsm/nationalstoragemechanism

The Company and the Directors accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the Directors, the information relating to the Company and its directors contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.

Enquiries

Graham Shore

020 7408 4050

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May 25, 2022 03:30 ET (07:30 GMT)