24 April 2024
LEI: 213800KX5ZS1NGAR2J89
NOT
FOR RELEASE, DISTRIBUTION OR PUBLICATION, DIRECTLY OR INDIRECTLY,
IN OR TO INDIA, THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC
OF SOUTH AFRICA, JAPAN OR ANY MEMBER STATE OF THE EEA OR ANY OTHER
JURISDICTION IN WHICH THE PUBLICATION, DISTRIBUTION OR RELEASE OF
THIS ANNOUNCEMENT WOULD BE UNLAWFUL. PLEASE SEE THE SECTION
ENTITLED "DISCLAIMER" TOWARDS THE END OF THIS
ANNOUNCEMENT.
The contents of this announcement do not constitute or form
part of, and should not be construed as, an offer of or invitation
to sell or issue or any solicitation of any offer to purchase or
subscribe for any securities for sale or subscription in any
jurisdiction nor shall they (or any part of them) or the fact of
their distribution form the basis of, or be relied upon in
connection with, or act as an inducement to enter into, any
contract or commitment to do so. This announcement is an
advertisement and not a prospectus for the purposes of the
Prospectus Regulation Rules of the UK Financial Conduct Authority
(the "Prospectus Regulation Rules"), and shall not be relied upon
in connection with or act as an inducement to enter into any
contract or commitment whatsoever. A prospectus has been prepared
and will shortly be made available to the public in accordance with
the Prospectus Regulation Rules (the "Prospectus"). Recipients of
this announcement who intend to purchase such securities are
reminded that any such purchase or subscription must be made solely
on the basis of the information contained in the Prospectus in its
final form. Copies of the Prospectus, subject to certain access
restrictions, will be available at the National Storage Mechanism
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
and from the
Company's registered office and on the Company's website
(https://ashokaindiaequity.com).
Ashoka India Equity
Investment Trust plc
(the
"Company" or "Ashoka India Equity Investment Trust")
Publication of
Prospectus
Further to the Company's announcement
on 16 April 2024 regarding publication of a shareholder circular
(the "Circular") in respect of a proposed share issuance programme
of new ordinary shares of one penny each (the "Ordinary Shares")
(the "Share Issuance Programme"), the Company is pleased to
announce that it has published the Prospectus today.
The Prospectus will be available,
subject to certain access restrictions, on the Company's website
(https://ashokaindiaequity.com), at the Company's registered office
at 6th Floor, 125 London Wall, London EC2Y 5AS, and at the National
Storage Mechanism via https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
This announcement has been released
on behalf of the Company by order of the Board.
Enquiries:
Apex
Listed Companies Services (UK) Limited
Jenny Thompson
0203 327 9720
Peel
Hunt LLP
Luke Simpson / Liz Yong / Huw
Jeremy
020 7418 8900
Disclaimer
This announcement is an advertisement
and does not constitute a prospectus relating to the Company for
the purposes of the Prospectus Regulation Rules and does not
constitute, or form part of, any offer or invitation to sell or
issue, or any solicitation of any offer to purchase or subscribe
for, any shares in the Company in any jurisdiction 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 or act as any inducement to
enter into, any contract therefor.
Peel Hunt LLP ("Peel Hunt"), which is
authorised and regulated in the United Kingdom by the Financial
Conduct Authority, is acting exclusively for the Company only in
connection with the matters described in this announcement and is
not acting for or advising any other person, or treating any other
person as its client, in relation thereto and will not be
responsible for providing the regulatory protection afforded to
clients of Peel Hunt or advice to any other person in relation to
the matters contained herein.
The shares of the Company have not
been, and will not be, registered under the U.S. Securities Act of
1933 (as amended) (the "Securities Act") or under the securities
laws of any state or other jurisdiction of the United States, and
may not be offered or sold into or within the United States, absent
registration, except pursuant to an applicable exemption from, or
in a transaction that is not subject to, the registration
requirements of the Securities Act and in compliance with the
securities laws of any relevant state or other jurisdiction of the
United States. The shares of the Company may be offered outside of
the United States pursuant to the provisions of Regulation S of the
Securities Act. Further, the Company is not, and will not be,
registered under the US Investment Company Act of 1940, as amended.
Moreover, the shares of the Company have not been, nor will they
be, registered under the applicable securities laws of India,
Australia, Canada, the Republic of South Africa, Japan or any
member state of the EEA. Subject to certain exceptions, the shares
of the Company may not be offered or sold in India, the United
States, Australia, Canada, the Republic of South Africa, Japan or
any member state of the EEA (other than to professional investors
in certain EEA member states for which marketing approval has been
obtained) or to, or for the account or benefit of, any national,
resident or citizen of India, the United States, Australia, Canada,
the Republic of South Africa, Japan or any member state of the EEA
(other than to professional investors in certain EEA member states
for which marketing approval has been obtained). The distribution
of this announcement, in other jurisdictions may be restricted by
law and the persons into whose possession this announcement comes
should inform themselves about, and observe, any such
restrictions.
None of the Company, Acorn Asset
Management Ltd (the "Investment Manager"), White Oak Capital
Partners Pte. Ltd. (the "Investment Adviser") or Peel Hunt, or any
of their respective affiliates, accepts any responsibility or
liability whatsoever for, or makes any representation or warranty,
express or implied, as to this announcement, including the truth,
accuracy or completeness of the information in this announcement
(or whether any information has been omitted from the announcement)
or any other information relating to the Company or associated
companies, whether written, oral or in a visual or electronic form,
and howsoever transmitted or made available or for any loss
howsoever arising from any use of the announcement or its contents
or otherwise arising in connection therewith. The Company, the
Investment Manager, the Investment Adviser and Peel Hunt, and their
respective affiliates, accordingly disclaim all and any liability
whether arising in tort, contract or otherwise which they might
otherwise have in respect of this announcement or its contents or
otherwise arising in connection therewith.
Information to distributors
Solely for the purposes of the
product governance requirements contained within: (a) the UK's
implementation of EU Directive 2014/65/EU on markets in financial
instruments, as amended ("UK MiFID II"); and (b) the UK's
implementation of Articles 9 and 10 of Commission Delegated
Directive (EU) 2017/593 supplementing UK MiFID II, and in
particular Chapter 3 of the Product Intervention and Product
Governance Sourcebook of the FCA (together, the "MiFID II Product
Governance Requirements"), and disclaiming all and any liability,
whether arising in tort, contract or otherwise, which any
"manufacturer" (for the purposes of the MiFID II Product Governance
Requirements) may otherwise have with respect thereto, the Ordinary
Shares have been subject to a product approval process, which has
determined that such securities are: (i) compatible with an end
target market of retail investors and investors who meet the
criteria of professional clients and eligible counterparties, each
as defined in UK MiFID II; and (ii) eligible for distribution
through all distribution channels as are permitted by UK MiFID II
(the "Target Market Assessment").
Notwithstanding the Target Market
Assessment, distributors (such term to have the same meaning as in
the MiFID II Product Governance Requirements) should note that: the
price of the Ordinary Shares may decline and investors could lose
all or part of their investment; the Ordinary Shares offer no
guaranteed income and no capital protection; and an investment in
the Ordinary Shares is compatible only with investors who do not
need a guaranteed income or capital protection, who (either alone
or in conjunction with an appropriate financial or other adviser)
are capable of evaluating the merits and risks of such an
investment and who have sufficient resources to be able to bear any
losses that may result therefrom. The Target Market Assessment is
without prejudice to the requirements of any contractual, legal or
regulatory selling restrictions in relation to the Share Issuance
Programme or the Performance Fee Issue (as defined in the
Prospectus). Furthermore, it is noted that, notwithstanding the
Target Market Assessment, Peel Hunt will only procure investors
pursuant to the Share Issuance Programme who meet the criteria of
professional clients and eligible counterparties and will not
procure any investors in connection with the Performance Fee
Issue.
For the avoidance of doubt, the
Target Market Assessment does not constitute: (a) an assessment of
suitability or appropriateness for the purposes of UK MiFID II; or
(b) a recommendation to any investor or group of investors to
invest in, or purchase, or take any other action whatsoever with
respect to the Ordinary Shares.
Each distributor is responsible for
undertaking its own target market assessment in respect of the
Ordinary Shares and determining appropriate distribution
channels.