Issue of Equity

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL.

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 STRATEGIC EQUITY CAPITAL PLC 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 PUBLISHED BY THE COMPANY ON 3 AUGUST 2015 AND ANY SUPPLEMENT THERETO IN CONNECTION WITH ADMISSION. COPIES OF THE PROSPECTUS ARE AVAILABLE FROM THE COMPANY’S WEBSITE:  WWW.STRATEGICEQUITYCAPITAL.COM  AND AT  WWW.MORNINGSTAR.CO.UK/UK/NSM.

Strategic Equity Capital plc

Issue of Equity

4 August 2015

The Company is pleased to announce that it will look to issue up to 4 million new ordinary shares (the “Shares”) under the Share Issuance Programme (the “Issue”) and pursuant to the authority granted by Shareholders at the general meeting held on Friday, 31 July 2015 (the “General Meeting”).  The Issue will be undertaken by way of a non pre-emptive placing of Shares to professional, qualifying investors (as defined in section 86(7) of the Financial Services and Markets Act 2000 (as amended)), free of stamp duty, pursuant to the terms of the Share Issuance Programme.  The Issue will be conducted by the Company’s broker and placing agent, Canaccord Genuity Limited (“Canaccord”).

The Shares will be issued at a 2.5 to 3 per cent. premium to the Investment Manager’s estimate of the prevailing Net Asset Value (including current period revenue) of the existing ordinary shares at midday today.

Investors should communicate their interest by telephone to their usual sales contact at Canaccord by midday today.

Shares issued pursuant to the Issue will rank pari passu with the existing ordinary shares.

The net proceeds of the Issue will be applied for general corporate purposes and to make further investments in accordance with the Company’s investment policy.

Application for listing and admission to trading

Application will be made to the Financial Conduct Authority for admission of the Shares to the premium segment of the Official List of the FCA and to London Stock Exchange plc for admission to trading of the Shares on its main market for listed securities (together, “Admission”). It is expected that Admission will become effective on or around 6 August 2015 and that dealings in the Shares on the London Stock Exchange’s main market for listed securities will commence at that time.

Expected timetable

Event	Time/Date (2015)
Latest time and date for receipt of commitments	Midday, Tuesday, 4 August
Issue price announced	Tuesday, 4 August
Trades booked T+2	Tuesday, 4 August
Settlement/dealings commence in Shares	8.00 a.m. on Thursday, 6 August
CREST Stock Accounts to be credited	Thursday, 6 August
Certificates in respect of Shares in certificated form despatched	Week commencing 10 August

Each of the times and dates in the above timetable is subject to change, in which event details of the new times and/or dates will be notified to the UK Listing Authority and the London Stock Exchange and, where appropriate, Shareholders.  References to times are to GMT.

Terms and Conditions of the Issue

The Issue will be made on, and any application for Shares thereunder will be subject to, the terms and conditions of the Share Issuance Programme found in Part VII of the prospectus published by the Company in connection with the Share Issuance Programme on 3 August 2015 (the “Prospectus”).

Capitalised terms shall have the meanings attributed to them in the Prospectus unless otherwise stated.

Enquiries:

GVQ Investment Management Limited Stuart Widdowson Theresa Russell	020 3824 4500
Canaccord Genuity Limited Andrew Zychowski Lucy Lewis Will Barnett	020 7523 8000
Capital Sinclair Henderson Limited (Secretary)	01392 412 122

Important notices

The contents of this announcement have been approved by GVQ Investment Management Limited solely for the purposes of section 21(2)(b) of the Financial Services and Markets Act 2000, as amended ("FSMA").

Canaccord Genuity Limited, which is authorised and regulated in the UK by the Financial Conduct Authority, is acting exclusively 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 the respective clients of Canaccord Genuity Limited, or for affording advice in relation to the contents of this announcement or any matters referred to herein. 

No person has been authorised to give any information or to make any representations other than those contained in this announcement and, if given or made, such information or representations must not be relied on as having been authorised by any member of the Company's group or Canaccord Genuity Limited or any of their respective directors, officers, employees or agents.  Subject to the Listing Rules and/or the Prospectus Rules and/or the Disclosure and Transparency Rules and/or the Takeover Code and/or FSMA, neither the delivery of this announcement nor any subscription or acquisition made under it shall, in any circumstances, create any implication that there has been no change in the affairs of the Company since the date of this announcement or that the information in it is correct as of any subsequent date.

This announcement is for information only and does not constitute investment advice in any jurisdiction.

The distribution of this announcement and other documents and/or information in connection with the Admission in other jurisdictions may be restricted by law and therefore neither this announcement nor any other documents and/or information in connection with Admission may be published, distributed or transmitted by any means or media directly or indirectly, in whole or in parts in or into any jurisdiction except under circumstances that will result in compliance with any applicable laws and regulations. Persons into whose possession any document and/or other information referred to herein comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdictions. This announcement does not constitute an offer to sell or the solicitation of an offer to buy securities in any jurisdiction in which such offer would be unlawful. In particular, this announcement does not constitute an offer to buy securities, and it is not for distribution, directly or indirectly, in or into the United States of America, Canada, Australia, the Republic of South Africa, or Japan.

The Shares have not been and will not be registered under the United States Securities Act of 1933 (as amended) (the "Securities Act") or with any securities regulatory authority of any state or other jurisdiction of the United States, and may not be offered or sold within the United States or to, or for the account or benefit of, US Persons (as defined in Regulation S under the Securities Act). In addition, the Company has not been and will not be registered under the US Investment Company Act of 1940, as amended, and the recipient of this document will not be entitled to the benefits of that Act. This document should not be distributed into the United States or to US Persons.