Downing Distribution VCT 1 plc : Share Realisat...

Downing Distribution VCT 1 plc ("Company")

3 February 2012

Share Realisation and Reinvestment Programme ("SRRP") and Top-Up Offer

The Board of the Company ("Board") announces that it proposes to offer shareholders of the Company ("Shareholders") the opportunity both to participate in a Share Realisation and Reinvestment Programme ("SRRP") and to subscribe for additional new shares in the Company.

The SRRP is subject to shareholder approval, details of which are included in a circular to be posted to shareholders today ("Circular").  A detailed explanation, as well as an explanation of the options open to Shareholders and their key risks, is contained in an offer document which is also being posted to Shareholders today ("Offer Document").

A SRRP allows a participating shareholder to sell his existing shares back to the VCT at their current net asset value and to reinvest the sale proceeds in buying new shares ("Substitution Shares") at a small premium to their net asset value to cover administrative costs. A participating shareholder in a SRRP, subject to his personal circumstances, is then able to obtain additional VCT tax relief of up to 30% of the amount subscribed for his Substitution Shares.

Existing shares may be sold under the SRRP at a price equal to approximately 100% of the most recently published Net Asset Value of an existing share prior to the date of purchase (rounded down to the nearest 0.1p per Share). Substitution Shares may be subscribed under the SRRP at a price equal to approximately 101% of the most recently published Net Asset Value of an existing share prior to the date of allotment, rounded up to the nearest 0.1p per Share.

Shareholders may also apply for additional shares, in addition to or instead of rolling over all or part of their existing shareholding for Substitution Shares, subject to the limitation of 2,009,771 new shares.

The closing date for the SRRP is 12 noon on 30 March 2012.

The SRRP needs to be approved by Shareholders in order to proceed. Accordingly a general meeting of the Company has been convened for 29 February 2012 at 10 Lower Grosvenor Place, London SW1W 0EN. The notice of meeting and a detailed explanation of the resolution to be proposed at the general meeting is set out the Circular.

The Circular and Offer Document can be downloaded from the following website: www.downing.co.uk. The Circular will shortly also be available for inspection at the National Storage Mechanism, which is located at http://www.hemscott.com/nsm.do.

Any enquiries in respect of the SRRP should be directed to:

Grant Whitehouse               Downing LLP         Telephone: [phone]

Please note that no investment or tax advice can be given. Shareholders are further advised to consult their independent financial adviser.

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(ii) they are solely responsible for the content, accuracy and originality of the
information contained therein.

Source: Downing Distribution VCT 1 plc via Thomson Reuters ONE

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