Edinburgh Dragon Trust plc (Legal Entity Identifier: 549300W4KB0D75D1N730)
3.5 per cent. Convertible Unsecured Loan Stock 2018
Results of Final Conversion of CULS
1 February 2018
Edinburgh Dragon Trust plc (the "Company") is pleased to announce the results of the final opportunity for holders of 3.5 per cent. convertible unsecured loan stock 2018 ("CULS") constituted by the trust deed dated 12 January 2011 (the "Trust Deed") to exercise their conversion rights ("Conversion Right") to convert the whole or such part (being an integral multiple of £1 nominal) of their CULS into fully paid ordinary shares of 20p each in the capital of the Company ("Ordinary Shares").
On or before the final conversion date of 31 January 2018 (the "Final Conversion Date"), the Company received conversion requests in respect of £43,741,559 nominal of CULS from holders of CULS ("CULS Holders"). In accordance with the Trust Deed, the Trustee, having received written advice from an Independent Financial Adviser (acting as an expert and not an arbitrator) that in its opinion the exercise of such Conversion Rights and prompt sale by the Trustee of the arising Ordinary Shares would be in the interests of the CULS Holders concerned as a body, has exercised the Conversion Rights in respect of the remaining £937,189 nominal of CULS for which no conversion requests were received from CULS Holders.
Accordingly, the CULS have been converted into Ordinary Shares at a price of 310.1528 pence per Ordinary Share (the "Conversion Price") and, after taking account of fractions of Ordinary Shares which have not been issued, a total of 14,405,297 Ordinary Shares will be allotted by the Company in respect of the conversion (in respect of both those CULS Holders who converted and the Trustee exercise).
The Ordinary Shares arising as a result of the exercise of Conversion Rights by the Trustee, being 302,170 Ordinary Shares, will be sold in the market and the proceeds of such sale, less any applicable expenses, will be remitted to those CULS Holders who made no conversion election pro rata to their holding of unconverted CULS. The results of this sale will be announced shortly.
Applications will be made for 14,405,297 Ordinary Shares to be admitted to the premium listing segment of the Official List of the UK Listing Authority and to trading on the London Stock Exchange's main market for listed securities ("Admission"). Admission is expected to occur at 8.00 a.m. on 9 February 2018.
Total voting rights
Following Admission as noted above, the Company's issued share capital will consist of 199,203,026 Ordinary Shares, with each share carrying the right to one vote. The Company also holds 16,101,327 Ordinary Shares in treasury. Therefore, the total number of voting rights in the Company is 199,203,026.
The above figure 199,203,026 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in the Company, under the Disclosure Guidance and Transparency Rules.
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