Downing Three VCT Downing Three Vct Plc : Share Class Cancellation
April 20 2017 - 9:56AM
UK Regulatory
TIDMDP3C
20 April 2017
Downing THREE VCT plc (the "Company")
RESULT OF GENERAL MEETING AND CONVERSION OF SHARES
The C and A Share Class Meetings of Downing THREE VCT plc ("Meetings")
scheduled for 2:05pm and 2:06pm 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 2.05 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 1,099,661 16,368 - 1,116,029 -
98.53% 1.47% 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
1 692,354 11,206 - 703,560 -
98.41% 1.59% 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 10,750,064 10,750,064
C Shares 7,158,326 7,158,326
In accordance with the Articles, the 17,908,390 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 9,979,109 1 9,979,109
E Shares of 0.1 pence each 14,994,862 -
F Shares of 0.1 pence each 10,821,660 1 10,821,660
H Shares of 0.1 pence each 13,446,972 1 13,446,972
J Shares of 0.1 pence each 10,733,377 1 10,733,377
Total voting rights 44,981,118
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 THREE VCT plc via Globenewswire
(END) Dow Jones Newswires
April 20, 2017 10:56 ET (14:56 GMT)
Copyright (c) 2017 Dow Jones & Company, Inc.
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