Publication of Prospectus

18 SEPTEMBER 2023

NORTHERN 3 VCT PLC

PUBLICATION OF PROSPECTUS

Northern 3 VCT PLC (“the Company”) announces that, in conjunction with Northern Venture Trust PLC and Northern 2 VCT PLC (together with the Company known as “the Northern VCTs” or “the Companies”), it has published a prospectus (“the Prospectus”) in relation to offers of new ordinary shares for subscription in the 2023/24 tax year (“the Offers”). The Offers seek to raise a total of £14 million for each of the Companies, with over-allotment facilities to raise a further £6 million for each of the Companies (“Over-Allotment Facilities”).

The Offers will open to applications at 8:00am on 27 September 2023 and applications for new shares in the Company will be dealt with on a “first-come, first-served” basis. In recognition of the loyalty of the Northern VCT shareholders, existing shareholders on the register of any of the Northern VCTs as at 14 June 2023, along with their spouse or civil partner, whose applications for shares in any of the Northern VCTs are accepted, will benefit from a reduction of 0.5% in the offer costs applicable to their subscription. The Offers will remain open until 12 noon on 28 March 2024, unless fully subscribed at an earlier date and subject to the Directors’ right to close the Offers at any time. There will be a first allotment on 7 December 2023 and to be allocated shares in the first allotment, funded applications must be received by close of business 30 November 2023.

Pursuant to the Offers, Mercia Fund Management Limited (“Mercia”), the Northern VCTs’ investment manager and promoter, will, in respect of the services provided pursuant to the Offers, receive a fee of 2.5% of the gross proceeds of the Offers in respect of subscriptions received either direct or through a financial adviser; or 5% of the gross proceeds of the Offers for subscriptions received through an execution only platform or broker (less any commission waived by the platform or broker), in each case discounted by 0.5% for existing Northern VCT shareholders (or their spouse or civil partner), as noted above. Out of this fee, Mercia will pay all up-front costs associated with the Offers, including initial commissions payable to intermediaries. These arrangements, as they relate to each of the Northern VCTs, constitute smaller related party transactions within Listing Rule 11.1.10R.

The investment brochure, describing the key features of the Offers will be sent to registered shareholders, in accordance with their communication preferences, as soon as possible and are also available from: www.mercia.co.uk/vcts

A downloadable version of the Prospectus is available from: www.mercia.co.uk/vcts. Additionally, a copy is available free of charge, from the Company’s registered office at Forward House, 17 High Street, Henley-in-Arden B95 5AA or by calling Mercia on 0330 223 1430.

In accordance with the Listing Rules, the Prospectus has been submitted to the National Storage Mechanism and will shortly be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism

Enquiries:

Sarah Williams / James Sly, Mercia Fund Management Limited - 0330 223 1430

Website: www.mercia.co.uk/vcts

Neither the contents of the Mercia Asset Management PLC website, nor the contents of any website accessible from hyperlinks on the Mercia Asset Management PLC website (or any other website), are incorporated into, or form part of, this announcement.