Hargreave Hale AIM 2 Hargreave Hale Aim Vct 2 Plc : Offer Update
February 06 2018 - 3:12AM
UK Regulatory
TIDMHHVT
Hargreave Hale AIM VCT 1 Plc
Hargreave Hale AIM VCT 2 Plc
6 February 2018
Possible merger between Hargreave Hale AIM VCT 1 Plc ("HH1") and
Hargreave Hale AIM VCT 2 Plc ("HH2") (together, the "Companies")
Merger
On 27 December 2017, the Companies announced the boards of the Companies
(the "Boards") had entered discussions regarding the possible merger of
the Companies (the "Merger"). Subject to shareholder approval, the
Boards have now agreed to proceed with the Merger based on the relative
Net Asset Values of the Companies as last published prior to the Merger.
Expected to proceed in late March, the proposed Merger will be effected
pursuant to a scheme of reconstruction under s.110 of the Insolvency Act
1986 by transferring the assets and liabilities of Hargreave Hale AIM
VCT 2 plc to Hargreave Hale AIM VCT 1 plc in consideration for the issue
of new Hargreave Hale AIM VCT 1 plc shares to Hargreave Hale AIM VCT 2
plc shareholders. A merger solely on this basis would be outside the
provisions of The City Code on Takeovers and Mergers. The Merger will
require the support of the shareholders of both Companies, approval by
HMRC and a United Kingdom Listing Authority ("UKLA") approved prospectus
setting out the terms of the Merger (the "Prospectus").
Offer for Subscription
Alongside the proposed Merger, it is intended to launch a new offer for
subscription in Hargreave Hale AIM VCT 1 plc to raise up to GBP20
million with an overallotment facility of a further GBP10 million (the
"New Offer"). The full terms of the New Offer will also be set out in
the Prospectus. Once approved, the New Offer will be open to new and
existing shareholders. It is expected to open on 9 February 2018 and
will span the 2017/18 and 2018/19 tax years, with the first allotment of
shares in Hargreave Hale AIM VCT 1 plc under the New Offer expected on
20 March 2018. The New Offer will require the support of shareholders in
Hargreave Hale AIM VCT 1 plc and the UKLA approved Prospectus.
The New Offer and the Merger are not inter-conditional. The terms and
conditions for both will be set out in a single Prospectus.
As has previously been the case, Hargreave Hale will offer an 'early
bird discount' of up to 2% on the initial fee for those applications
received by Hargreave Hale by 12pm on 16 March 2018. The 2% discount (to
the standard 3.5% initial fee) will only apply to applications which do
not trigger the payment of a 1% introductory commission to an adviser.
In such cases, the available discount will fall to 1%. Discounts are
paid through the allotment of additional shares to the subscriber.
The Prospectus will be published alongside circulars to shareholders of
the Companies ("Circulars"). The Circulars will be posted to
shareholders and should arrive on or around 19 February 2018. These are
required under the Listing Rules and Companies' legislation ahead of the
general meetings of both Companies on 16 March 2018, with a second
general meeting of Hargreave Hale AIM VCT 2 plc to be held on 23 March
2018.
The information contained within this announcement is deemed by the
Companies to constitute inside information as stipulated under the
Market Abuse Regulations (EU number. 596/2014). Upon the publication of
this announcement via Regulatory Information Service this inside
information is now considered to be in the public domain.
For additional information, please contact:
Stuart Brookes
Company Secretary
Hargreave Hale AIM VCT 1 & 2 plc
01253 754740
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: Hargreave Hale AIM VCT 2 plc via Globenewswire
https://hargreaveaimvcts.co.uk/
(END) Dow Jones Newswires
February 06, 2018 04:12 ET (09:12 GMT)
Copyright (c) 2018 Dow Jones & Company, Inc.
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