Hipgnosis Songs Fund Limited Conversion to Investment Trust Company (2233U)
April 01 2021 - 01:00AM
UK Regulatory
TIDMSONG
RNS Number : 2233U
Hipgnosis Songs Fund Limited
01 April 2021
1 April 2021
Hipgnosis Songs Fund Limited ("Hipgnosis" or the "Company")
Conversion to investment trust company
The Board of Hipgnosis Songs Fund Limited, the first UK listed
investment company offering investors a pure-play exposure to songs
and associated intellectual property rights, and its Investment
Adviser, The Family (Music) Limited, are pleased to announce that,
as noted in the Company's prospectus dated 21 January 2021 (the
"Prospectus"), the Company applied to HMRC for approval of the
Company as an investment trust company and that such approval has
been granted. Accordingly, the Company's conversion to an
investment trust company will take effect from today (and for such
time as the Company maintains this status). The Company will be
treated as being resident in the UK for tax purposes from such
date. With effect from this change, the Company will cease to be a
Guernsey tax exempt vehicle under The Income Tax (Exempt Bodies)
(Guernsey) Ordinance, 1989, as amended.
The Company applied to become an investment trust company to
mitigate the recently increased scope of Guernsey's economic
substance rules, which now apply to Guernsey entities (including
Guernsey tax exempt vehicles) that are self-managed collective
investment schemes.
In respect of each accounting period for which the Company is
approved by HMRC as an investment trust, the Company will be exempt
from UK taxation on its chargeable gains. The Company will,
however, (subject to what follows) be liable to UK corporation tax
on its income in the normal way. The Company should, in practice,
be exempt from UK corporation tax on dividend income received,
provided that such dividends (whether from UK or non UK companies)
fall within one of the "exempt classes" in Part 9A of the
Corporation Tax Act 2009.
Details of the tax implications for UK resident shareholders are
outlined in paragraph 2 of Part VI (Taxation) of the Prospectus,
and details of the ongoing conditions for investment trust
companies are outlined in paragraphs 1.5 and 1.6 of Paragraph VII
(Additional Information) of the Prospectus. If shareholders are in
any doubt about their tax position, they should consult their
professional adviser.
For further information, please contact:
The Family (Music) Limited Tel: +44 (0)1481 742742
Merck Mercuriadis
N+1 Singer - Joint Corporate Broker Tel: +44 (0)20 7496
James Maxwell / James Moat / Amanda 3000
Gray (Corporate Finance)
Alan Geeves / James Waterlow / Sam Greatrex
(Sales)
J.P. Morgan Cazenove - Joint Corporate Tel: +44 (0)20 7742
Broker 4000
William Simmonds / Jérémie
Birnbaum (Corporate Finance)
James Bouverat (Sales)
RBC Capital Markets - Joint Corporate Tel: +44 (0)20 7635
Broker 4000
Will Smith / Elliot Thomas / Lauren
Davies (Corporate Finance)
Lisa Tugwell (Sales)
Ocorian - Company Secretary & Administrator Tel: +44 (0) 1481
Julian Carey 742742
The Outside Organisation Tel: +44 (0)7711 081
Alan Edwards / Nick Caley 843
FTI Consulting Tel: +44 (0)7771 978220;
Neil Doyle/ Paul Harris/ Laura Ewart +44 (0)7809 411882;
+44 (0)7761 332646
All US music publicity enquiries
Fran Defeo +1 917 767 5255
NOTES TO EDITORS
About Hipgnosis Songs Fund Limited
( www.hipgnosissongs.com )
Hipgnosis, which was founded by Merck Mercuriadis, is a Guernsey
registered investment company established to offer investors a
pure-play exposure to songs and associated musical intellectual
property rights. The Company has raised a total of over GBP1.1
billion (gross equity capital) through its Initial Public Offering
on 11 July 2018, and subsequent issues in April 2019, August 2019,
October 2019, July 2020, September 2020 and February 2021. In
September 2019, Hipgnosis transferred its entire issued share
capital to the Premium listing segment of the Official List of the
FCA and to the London Stock Exchange's Premium segment of the Main
Market, and in March 2020 became a constituent of the FTSE 250
Index.
About The Family (Music) Limited
The Company's Investment Adviser is The Family (Music) Limited,
which was founded by Merck Mercuriadis, former manager of globally
successful recording artists, such as Elton John, Guns N' Roses,
Morrissey, Iron Maiden and Beyoncé, and hit songwriters such as
Diane Warren, Justin Tranter and The-Dream, and former CEO of The
Sanctuary Group plc. The Investment Adviser has assembled an
Advisory Board of highly successful music industry experts which
include award winning members of the artist, songwriter,
publishing, legal, financial, recorded music and music management
communities, all with in-depth knowledge of music publishing.
Members of The Family (Music) Limited Advisory Board include Nile
Rodgers, The-Dream, Giorgio Tuinfort, Starrah, Nick Jarjour, David
A. Stewart, Bill Leibowitz, Ian Montone, Rodney Jerkins, Bjorn
Lindvall and Chris Helm.
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