Circ re. Debenture Stock 2023

Edinburgh Small Companies Trust plc 24 August 2006 For immediate release 24 August 2006 EDINBURGH SMALL COMPANIES TRUST PLC Notice of Meeting 7 3/4 per cent Debenture Stock 2023 On 20 July 2006 the Board wrote to the Company's shareholders (and copied the circular, for information only, to debentureholders) concerning the future of the Company. In summary, the Board stated that it intended: (i) to propose a tender offer for up to 50 per cent. of the Company's issued ordinary shares; (ii) before posting the tender offer documents to shareholders, to convene a meeting of debentureholders to seek approval to repay the same proportion of the debenture as shares are retired under the tender offer; and (iii) should the tender offer attract tenders in excess of 50 per cent. of the shares in issue, the tender offer would not proceed and the Company would be placed into voluntary liquidation. The Company has today written to debentureholders giving notice of the meeting referred to in (ii) above. The meeting has been convened for 11 a.m. on 18 September 2006. It is proposed that the terms of the Trust Deed be amended by an extraordinary resolution of the debentureholders to provide for the Company, at its discretion, to redeem the debenture early in certain circumstances. The redemption price will be the higher of par and the price at which the gross redemption yield on the debenture is equal to the gross redemption yield on the 8 per cent. Treasury Stock 2021 (at 11.00 a.m. two business days before the redemption date) plus 0.10 per cent., together in each case with interest accrued to and including the redemption date. The amount of stock that the Company may elect to redeem is: (A) if between 0 per cent. and 50 per cent. of the Company's shares are tendered in the Tender Offer: the same percentage of the aggregate nominal amount of the Stock outstanding on the day notice is given of early redemption; each Stockholder will have his/her holding (as at the Redemption Date) reduced pro rata, and be paid the redemption monies in respect thereof; or (B) if over 50 per cent. of the Company's shares are tendered in the Tender Offer and the Company is placed into voluntary liquidation: all of the Stock (redemption will occur no later than the Business Day immediately prior to liquidation). The Company has consulted the holders of approximately 73 per cent. in aggregate nominal amount of the Stock, who have indicated that it is their current intention to vote in favour of the Extraordinary Resolution necessary to give effect to the Proposal in respect of holdings over which they have the discretion to vote, or to recommend to their non-discretionary clients that they do the same. Further information: Robin Archibald/ Nathan Brown, Winterflood Investment Trusts (financial adviser to the Company), 020 7621 5564/5572 Francis Burkitt, JPMorgan Cazenove (adviser concerning the Debenture Stock), 020 7155 4924 A copy of the above document will be submitted shortly to the UK Listing Authority and will be available for inspection at the UK Listing Authority's Document Viewing Facility, which is situated at: Financial Services Authority 25 The North Colonnade Canary Wharf London E14 5HS Tel. 020 7066 1000 Capitalised terms in this announcement are as defined in the Company's circular to debentureholders dated 24 August 2006. This information is provided by RNS The company news service from the London Stock Exchange
UK 100

Latest directors dealings