TIDMBMD
RNS Number : 7375U
Baronsmead Second Venture Trust PLC
06 December 2021
NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, IN OR INTO, AUSTRALIA, CANADA, JAPAN,
THE REPUBLIC OF SOUTH AFRICA, THE UNITED STATES OR ANY MEMBER STATE
OF THE EEA (OTHER THAN ANY MEMBER STATE OF THE EEA WHERE THE
COMPANY'S SECURITIES MAY BE LEGALLY MARKETED), OR ANY OTHER
JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT.
THE INFORMATION CONTAINED HEREIN DOES NOT CONSTITUTE OR FORM PART
OF ANY OFFER TO ISSUE OR SELL, OR ANY SOLICITATION OF ANY OFFER TO
SUBSCRIBE OR PURCHASE, ANY INVESTMENTS IN ANY JURISDICTION.
Baronsmead Second Venture Trust plc
LEI: 2138008D3WUMF6TW8C28
6 December 2021
Allotment of Shares
The Board of Baronsmead Second Venture Trust plc (the "Company")
announced on 4 November 2021 that the Company, together with
Baronsmead Venture Trust plc, had published a prospectus (the
"Prospectus") in relation to offers for subscription to raise up to
GBP50 million in aggregate with an over-allotment facility to raise
up to a further GBP25 million in aggregate (the "Offer").
On 6 December 2021, the Company allotted 17,252,487 Ordinary
Shares pursuant to the first allotment under the Offer conditional
only on Admission (the timetable for which is set out in more
detail below). The offer price at which the 17,252,487 new Ordinary
Shares were allotted was 88.1 pence per Ordinary Share, which was
calculated, in accordance with the terms of the Offer, by reference
to the net asset value of an Ordinary Share as at 30 November 2021
(as announced on 3 December 2021, being the last published net
asset value per Ordinary Share) divided by 0.955 (to allow for the
costs of the Offer).
Application will shortly be made for the 17,252,487 new Ordinary
Shares to be admitted to the premium segment of the Official List
of the Financial Conduct Authority and to trading on the premium
segment of London Stock Exchange plc's main market for listed
securities ("Admission"). It is expected that Admission will occur
and dealing will commence in the new Ordinary Shares on or around
13 December 2021. When issued, the new Ordinary Shares will rank
pari passu with the existing Ordinary Shares.
As a result of the issue, the total number of Ordinary Shares in
issue will be 300,226,572 (excluding the 29,085,727 Ordinary Shares
currently held in Treasury) with each Ordinary Share carrying one
vote each. Therefore, the total voting rights in the Company will
be 300,226,572. This figure may be used by shareholders in the
Company as the denominator for the calculations by which they will
determine if they are required to notify their interest in, or a
change to their interest in, the share capital of the Company under
the Disclosure Guidance and Transparency Rules.
The new Ordinary Shares will be issued in registered form and
may be held in uncertificated form. Definitive documents of title
are expected to be dispatched within 10 business days of allotment.
The new Ordinary Shares will be eligible for settlement through
CREST with effect from Admission.
Unless the context requires otherwise, terms defined in the
Prospectus have the same meaning where used in this
announcement.
For further information please contact:
Baronsmead VCT Investor Relations
020 7382 0999 baronsmeadvcts@greshamhouse.com
Important Information
This Announcement is an advertisement for the purposes of the
Prospectus Regulation Rules of the UK Financial Conduct Authority
("FCA") and is not a prospectus. This Announcement does not
constitute or form part of, and should not be construed as, an
offer for sale or subscription of, or solicitation of any offer to
subscribe for or to acquire, any ordinary shares in Baronsmead
Venture Trust plc or Baronsmead Second Venture Trust plc (together
the "Companies") in any jurisdiction, including in or into
Australia, Canada, Japan, the Republic of South Africa, the United
States or any member state of the EEA (other than any member state
of the EEA where the Companies' securities may be lawfully
marketed). Investors should not subscribe for or purchase any
ordinary shares referred to in this Announcement except on the
basis of information in the prospectus (the "Prospectus") in its
final form, published on 4 November 2021 by Baronsmead Venture
Trust plc and Baronsmead Second Venture Trust plc in connection
with the proposed admission of new ordinary shares to the premium
segment of the Official List of the FCA and to trading on London
Stock Exchange plc's main market for listed securities. A copy of
the Prospectus is available for inspection, subject to certain
access restrictions, from the Company's registered office, for
viewing at the National Storage Mechanism at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism and on the
Company's website (http://www.baronsmeadvcts.co.uk). Approval of
the Prospectus by the FCA should not be understood as an
endorsement of the securities that are the subject of the
Prospectus. Potential investors are recommended to read the
Prospectus before making an investment decision in order to fully
understand the potential risks and rewards associated with a
decision to invest in the Companies' securities.
The distribution of this Announcement may be restricted by law
in certain jurisdictions and persons into whose possession any
document or other information referred to herein comes should
inform themselves about and observe any such restriction. Any
failure to comply with these restrictions may constitute a
violation of the securities laws of any such jurisdiction. This
Announcement does not constitute, and may not be construed as, an
offer to sell, or the solicitation of an offer to acquire or
subscribe for, securities of the Companies in any jurisdiction
where such offer or solicitation is unlawful or would impose any
unfulfilled registration, qualification, publication or approval
requirements on the Companies or Dickson Minto W.S. The offer and
sale of securities of the Companies has not been and will not be
registered under the applicable securities laws of Australia,
Canada, Japan, the Republic of South Africa or the United States.
Subject to certain exemptions, the securities of the Companies may
not be offered to or sold within Australia, Canada, Japan, the
Republic of South Africa, the United States or any member state of
the EEA or to any national, resident or citizen of Australia,
Canada, Japan, the Republic of South Africa, the United States, or
any member state of the EEA.
This Announcement is not for publication or distribution,
directly or indirectly, in or into the United States of America.
This Announcement is not an offer of securities for sale into the
United States. The securities of the Companies have not been and
will not be registered under the US Securities Act of 1933, as
amended, and may not be offered or sold in the United States or to
any national, resident or citizen of the United States. No public
offering of securities is being made in the United States. In
addition, neither of the Companies have been and neither will be
registered under the US Investment Company Act of 1940, as
amended.
The information in this Announcement is for background purposes
only and does not purport to be full or complete. No reliance may
be placed for any purpose on the information contained in this
Announcement or its accuracy or completeness. This Announcement
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 securities of the Companies or any other securities 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
therefor. The material contained in this Announcement is given as
at the date of its publication (unless otherwise marked) and is
subject to updating, revision and amendment. In particular, any
proposals referred to herein are subject to revision and
amendment.
This Announcement does not constitute a recommendation
concerning the Companies or the Offers. The price and value of
securities and any income from them can go down as well as up. Past
performance is not a guide to future performance and prospective
investors may not receive any return from the Companies. Before
purchasing any securities of the Companies, persons viewing this
Announcement should ensure that they fully understand and accept
the risks set out in the Prospectus. Information in this
Announcement or any of the documents relating to the Companies or
the Offers cannot be relied upon as a guide to future performance.
Potential investors should consult a professional adviser as to the
suitability of the Offers for them.
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END
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December 06, 2021 12:19 ET (17:19 GMT)
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