NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, TO US PERSONS OR INTO OR FROM THE UNITED STATES, OR INTO OR FROM
AUSTRALIA, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA
This announcement is an advertisement and not a prospectus. This announcement
does not constitute or form part of, and should not be construed as, any offer
for sale or subscription of, or solicitation of any offer to buy or subscribe
for, any shares in BlackRock North American Income Trust plc (the "Company") or
securities in any other entity, in any jurisdiction, including the United
States, nor shall it, or any part of it, or the fact of its distribution, form
the basis of, or be relied on in connection with, any contract or investment
decision whatsoever, in any jurisdiction. This announcement does not constitute
a recommendation regarding any securities.
Any investment decision must be made exclusively on the basis of the Prospectus
(defined below) which has been published today by the Company and any
supplement thereto in connection with the admission of ordinary shares of the
Company to the premium segment of the Official List of the UK Listing Authority
and to trading on the London Stock Exchange's main market for listed
securities.
16 September 2013
BlackRock North American Income Trust plc
Placing, Open Offer and Offer for Subscription of C Shares
and
Implementation of a new Placing Programme of Ordinary Shares
Placing, Open Offer and Offer for Subscription of C Shares
Further to the announcement on 12 August 2013, the Company has today published
a prospectus (the "Prospectus") and circular (the "Circular") with details in
relation to a proposed Open Offer, Placing and Offer for Subscription of C
Shares (together the "Issue") and implementation of a new placing programme
(the "Placing Programme") of up to 45 million Ordinary Shares. The target size
of the Issue is in excess of £50 million before expenses.
Key Features of the Company
UK listed investment trust (LSE Premium Listing).
Investment objective is to provide an attractive and growing level of income
with capital appreciation over the long term, predominantly through investment
in a diversified portfolio of primarily large-cap US equities.
Dividend target of 4 pence per annum.
Dividends paid quarterly in Sterling.
Management fee of 1% of market capitalisation.
Discretionary semi-annual tender at 2% discount to NAV for up to 20% of the
shares in issue.
14.99% buyback authority.
ISA/SIPP qualifying.
Key Features of the Issue
1 C Share for every 1 Ordinary Share pre-emptive Open Offer for existing
shareholders with an excess entitlement facility.
A non pre-emptive Placing of C Shares for new and existing investors.
A non pre-emptive Offer for Subscription of C Shares.
C Share issue price of 100 pence.
C Share opening NAV 98.25 pence (costs fixed at 1.75% of gross proceeds).
C Share conversion expected within one month of admission of the C Shares.
C Share investors (post conversion) expected to be entitled to dividends
declared for the period from 1 November 2013 to 31 January 2014.
Key features of the Placing Programme
The Company has also today published a Circular convening a General Meeting to
propose resolutions to seek further authorities to allot new Ordinary Shares
and to disapply pre-emption rights in respect of the issue of such Ordinary
Shares.
The existing share allotment authorities granted by Shareholders in February
2013 in relation to the existing placing programme are shortly expected to be
substantially utilised, which means the Company will shortly not have the
capacity to issue further Ordinary Shares under a placing programme without
renewing Shareholder authorities.
In the light of the continuing demand for the Ordinary Shares and having regard
to the benefits of enlarging the Company, the Directors have resolved to
convene the General Meeting in order to seek Shareholder authority to issue
further Ordinary Shares on a non-pre-emptive basis.
The Circular calls a General Meeting of Shareholders to be held at 12 noon on
10 October 2013 to consider and approve (1) an ordinary resolution to give the
Directors the authority to allot up to 21,122,125 new Ordinary Shares (equal to
25 per cent. of the issued share capital as at the date of this announcement);
and (2) a special resolution to give the Directors the authority to allot such
Shares for cash on a non-pre-emptive basis.
The Company will not issue any Ordinary Shares under its current placing
programme and the Placing Programme until admission of the C Shares pursuant to
the Issue.
Publication of Documents
The Prospectus will shortly be available for inspection at the National Storage
Mechanism which is located at www.hemscott.com/nsm.do and also on the Company's
website which is located at
http://www.blackrock.co.uk/intermediaries/literature/prospectus/blackrock-north-american-income-trust-plc-prospectus-2013.pdf
The Circular will shortly be available for inspection at the National Storage
Mechanism which is located at www.morningstar.co.uk/uk/nsm and also on the
Company's website which is located at
http://www.blackrock.co.uk/intermediaries/literature/proxy-statement/blackrock-north-american-income-trust-plc-circular-2013.pdf
Expected timetable
The Open Offer
Record Date for entitlement under the Open Offer close of business on 13
September 2013
Ex-entitlement date for the Open Offer 8.00 a.m. on 17 September
2013
Open Offer Entitlements and Excess CREST Open Offer 17 September 2013
Entitlements credited to stock accounts of
Qualifying CREST Shareholders into CREST
Recommended latest time for requesting withdrawal 4.30 p.m. on 27 September
of Open Offer Entitlements and Excess CREST Open 2013
Offer Entitlements from CREST
Latest time and date for depositing Open Offer 3.00 p.m. on 30 September
Entitlements and Excess CREST Open Offer 2013
Entitlements into CREST
Latest time and date for splitting of Open Offer 3.00 p.m. on 1 October 2013
Application Forms to satisfy bona fide market
claims only
Latest time and date for receipt of completed Open 11.00 a.m. 3 October 2013
Offer Application Forms with payment in full and
settlement of relevant CREST instructions (as
appropriate)
The Placing and Offer for Subscription
Placing and Offer for Subscription opens 16 September 2013
Latest time and date for receipt of completed 12 noon on 10 October 2013
Application Forms and payment in full under the
Offer for Subscription
Latest time and date for receipt of placing 4.00 p.m. on 10 October
commitments under the Placing 2013
The Placing Programme
Placing Programme opens 11 October 2013
Earliest date for new Ordinary Shares to be issued 11 October 2013
pursuant to the Placing Programme
Publication of Placing Price in respect of each as soon as practicable
issue pursuant to the Placing Programme following the closing of
each issue pursuant to the
Placing Programme
Admission and crediting of CREST accounts in as soon as practicable on
respect of each issue pursuant to the Placing each day Ordinary Shares
Programme are issued pursuant to the
Placing Programme
Share certificates in respect of Ordinary Shares approximately one week
issued pursuant to the Placing Programme despatched following the Admission of
(if applicable) any Ordinary Shares issued
pursuant to the Placing
Programme
Placing Programme closes and last date for new 15 September 2014*
Ordinary Shares to be issued pursuant to the
Placing Programme
Other key dates
Latest time and date for receipt of Forms of 12 noon on 2 October 2013
Direction in relation to the General Meeting
Latest time and date for receipt of Forms of Proxy 12 noon on 8 October 2013
in relation to the General Meeting
General Meeting 12 noon on 10 October 2013
Results of the Issue announced 11 October 2013
Admission of the C Shares to the Official List of 8.00 a.m. on 16 October
the UKLA and dealings in the C Shares commence on 2013
the main market for listed securities of the London
Stock Exchange
Crediting of CREST stock accounts in respect of the 16 October 2013
C Shares
Share certificates despatched in respect of the C the week commencing 21
Shares October 2013 (or as soon as
possible thereafter)
*or such earlier date on which the authority to issue Ordinary Shares pursuant
to the Placing Programme is fully utilised.
For further information, please contact:
BlackRock Investment Management (UK) Limited
Jonathan Ruck Keene 020 7743 2178
Barbara Powley 020 7743 5610
Cenkos Securities
Sapna Shah 020 7397 1922
Will Rogers 020 7397 1920
Important Information
Save for expressions defined in this announcement, words and expressions
defined in the Prospectus and Circular shall have the same meaning in this
announcement.
Cenkos Securities plc, which is authorised and regulated in the United Kingdom
by the Financial Conduct Authority, is acting for the Company and for no-one
else in connection with the contents of this announcement, and will not be
responsible to anyone other than the Company for providing the protections
afforded to clients of Cenkos Securities plc nor for providing advice in
connection with the contents of this announcement or any other matter referred
to herein. Cenkos Securities plc is not responsible for the contents of this
announcement. This does not exclude or limit any responsibilities which Cenkos
Securities plc may have under the Financial Services and Markets Act 2000 or
the regulatory regime established thereunder.
*A Private Investor is a recipient of the information who meets all of the conditions set out below, the recipient:
Obtains access to the information in a personal capacity;
Is not required to be regulated or supervised by a body concerned with the regulation or supervision of investment or financial services;
Is not currently registered or qualified as a professional securities trader or investment adviser with any national or state exchange, regulatory authority, professional association or recognised professional body;
Does not currently act in any capacity as an investment adviser, whether or not they have at some time been qualified to do so;
Uses the information solely in relation to the management of their personal funds and not as a trader to the public or for the investment of corporate funds;
Does not distribute, republish or otherwise provide any information or derived works to any third party in any manner or use or process information or derived works for any commercial purposes.
Please note, this site uses cookies. Some of the cookies are essential for parts of the site to operate and have already been set. You may delete and block all cookies from this site, but if you do, parts of the site may not work. To find out more about the cookies used on Investegate and how you can manage them, see our Privacy and Cookie Policy
To continue using Investegate, please confirm that you are a private investor as well as agreeing to our Privacy and Cookie Policy & Terms.