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
17 August 2018
BlackRock Emerging
Europe plc
(LEI:
549300OGTQA24Y3KMI14)
Liquidation and
Rollover
BlackRock Emerging Europe plc (“BEEP” or the “Company”)
announced on 14 June 2018 that the
proposed tender offer to BEEP’s shareholders would result in the
remaining assets of the Company being below the minimum level which
the Board deemed necessary for the Company to continue. The 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 Board of BEEP has undertaken a review of the options
available to the Company and today announces that it intends to put
forward proposals to put the Company into voluntary liquidation and
to offer shareholders the option of electing for any combination
of:
The costs incurred by BRFI in connection with the proposals will
be deducted from the C share pool. 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. 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.
BRFI is a closed-ended investment trust that seeks to achieve
long term capital growth by investing in companies domiciled or
listed in, or exercising the predominant part of their economic
activity in, less developed countries. These countries are those
which are neither part of the MSCI World Index of developed markets
nor one of the eight largest countries by market capitalisation in
the MSCI Emerging Markets Index as at 1
April 2018 (being Brazil,
China, India, Korea, Mexico, Russia, South
Africa, and Taiwan).
Sam Vecht, the co-portfolio manager
of BEEP, is also the co-portfolio manager of BRFI, alongside
Emily Fletcher, a highly-rated
investment management team. BRFI shares have traded at an average
premium to net asset value of 3.18 per cent. over the last 12
months.
The proposals will provide BEEP shareholders with the ability to
elect to rollover some or all of their interests into BRFI in order
to enable them to maintain some or all of their exposure to a
strategy managed by BlackRock’s highly-regarded Emerging Markets
team.
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 general meetings to seek approval of BEEP
shareholders for the proposals is expected to be sent to BEEP
shareholders in due course.
The Company’s portfolio will remain fully invested according to
its investment policy until the above proposals have been approved
by shareholders at the relevant General Meeting.
Enquiries:
BlackRock Investment
Management (UK) Limited
Simon White
Sarah Beynsberger |
020 7743 3000 |
Winterflood Securities
Neil Langford
Chris Mills |
020 3100 0000 |
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 content of this announcement has been prepared by, and is
the sole responsibility of, BlackRock Emerging Europe plc. 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.