NSI New Star Investment Trust Plc

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART IN, INTO OR FROM THE UNITED STATES OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICITON

24 July 2024

New Star Investment Trust PLC

Result of General Meeting

Further to the circular published by New Star Investment Trust PLC (the “Company”) on 28 June 2024 (the “Circular”), the Company is pleased to announce that at the General Meeting held today to approve the B Share Scheme, all resolutions proposed and set out in the Notice of General Meeting were duly passed. This follows the announcement on 21 June 2024 that the Company intends to return £17,045,687 to the Shareholders by way of the B Share Scheme in the form of a payment of 24 pence per ordinary share in the Company at the Record Time.

Accordingly, the Company announces that the B Shares will be issued tomorrow, on 25 July 2024.

No application will be made to the FCA or the London Stock Exchange for any of the B Shares to be admitted to the Official List or to trading on the London Stock Exchange’s main market for listed securities, nor will the B Shares be listed or admitted to trading on any other recognised investment exchange.

No share certificates will be issued in respect of the B Shares and no CREST accounts will be credited with the B Shares.

Assuming there is no unexpected change in the position of the Company or market conditions generally, the Company intends that the B Shares will also be redeemed tomorrow, 25 July 2024 for 24 pence per B Share.

As the B Shares will be redeemed and cancelled immediately after issuance, the Company confirms that there will be no change to the Company’s total issued share capital or total voting rights as a result of the implementation of the B Share Scheme.

Unless the context requires otherwise, capitalised terms used but not otherwise defined in this announcement shall have the meanings given to them in the Circular.

Result of the Meeting

Resolution 1 was proposed and passed as a special resolution and Resolution 2 was proposed and passed as an ordinary resolution. A copy of the poll results for the General Meeting will be available on the Company’s website at https://www.nsitplc.com/financial-reports/b-sharescheme-documents/ shortly.

On 23 July 2024 there were 71,023,695 ordinary shares in issue in the capital of the Company. Ordinary shareholders were entitled to one vote per share held.

In accordance with UK Listing Rule 9.6.2R copies of all the resolutions passed other than resolutions concerning ordinary business will shortly be submitted to the UK Listing Authority via the National Storage Mechanism and be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

The full text of each of the resolutions is set out in the Circular and Notice of General Meeting which is available on the Company’s website above.

Timetable and settlement

The expected timetable set out in the Circular and the Company’s announcement on 21 June 2024 remains unchanged. Please refer to the Circular for defined terms, the detailed timetable and other dates relevant to the B Share Scheme.

Under the expected timetable of events, Shareholders entitled to receive payments in respect of the proceeds from the B Share Scheme will be sent payments either by way of electronic payment to any mandated accounts or by cheque or, if Shareholders hold their shares in CREST, will have their CREST accounts credited on or before Thursday 8 August 2024. Shareholders will receive their proceeds in pounds sterling. Further details of the settlement process are set out in paragraph 3 of Part II of the Circular.

Enquiries:

IMPORTANT NOTICES

This announcement has been issued by and is the sole responsibility of New Star Investment Trust PLC. The information contained in this announcement is for background purposes only and does not purport to be full or complete. The information in this announcement is subject to change.

This announcement is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities pursuant to this announcement or otherwise.

This announcement has been prepared in accordance with and for the purpose of complying with English law and the Listing Rules and Disclosure Guidance and Transparency Rules of the Financial Conduct Authority. The information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws of jurisdictions outside of England and Wales. 

Overseas Shareholders

The availability of this announcement to persons who are not resident in, or citizens or nationals of the United Kingdom, and the distribution of this announcement into jurisdictions other than the United Kingdom, may be restricted or affected by the laws of the relevant jurisdiction in which persons are located.

This announcement is exclusively intended for persons who are not residents of, nor physically present in, the United States, Australia, Canada, Japan, New Zealand, the Republic of South Africa, and any other jurisdiction where the presence of this announcement in such jurisdiction would constitute a violation of the laws of such jurisdiction (“Restricted Jurisdictions”).

This announcement is for information purposes only and does not constitute or form part of any offer to participate in any of the transactions described in this announcement in or from any Restricted Jurisdiction or any other jurisdiction in or from which, or to or from whom, such offer or invitation is unlawful. This announcement may not be, directly or indirectly, mailed, transmitted or otherwise forwarded, distributed, or sent in, into or from the United States or any other Restricted Jurisdiction, and any persons receiving this announcement must not mail or otherwise forward, distribute or send such document(s) in, into or from the United States or any other Restricted Jurisdiction. In addition, persons into whose possession this document comes should inform themselves about and observe any such restrictions or requirements. Any failure to comply with these restrictions or requirements may constitute a violation of the securities or other laws of such jurisdiction.

No securities referred to in this announcement have been or will be registered under the US Securities Act of 1933, as amended (the “US Securities Act”), or the securities laws of any state of the United States or any Restricted Jurisdiction or any other jurisdiction, and none of the securities may be offered or sold in or into the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act. There will be no public offering of any securities in the United States or any other Restricted Jurisdiction. None of this announcement nor any securities mentioned therein has been approved, disapproved or otherwise recommended by any US federal or state securities commission or any other regulatory authority, nor have such authorities passed upon or endorsed the merits of the transactions contemplated in this announcement nor confirmed the accuracy or determined the adequacy of this announcement. Any representation to the contrary is a criminal offence in the United States.

If you are in any doubt about the contents of this announcement or the action you should take, you are recommended to seek your own financial advice immediately from your stockbroker, bank manager, fund manager, solicitor, accountant or other appropriate independent financial adviser duly authorised under the Financial Services and Markets Act 2000 if you are resident in the United Kingdom or, if not, from any appropriate authorised independent financial adviser.

Neither the content of the Company's website (or any other website) nor the content of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into or forms part of this announcement.