Offer by Hargreave Hale AIM VCT 1 plc and Hargr...

HARGREAVE HALE AIM VCT1 PLC

Share Offer and Enhanced Share Buy Back

The Directors of Hargreave Hale AIM VCT 1 and Hargreave Hale AIM VCT 2 are pleased to announce their intention to launch offers for subscription for new shares in both VCTs. The companies are also proposing to launch an Enhanced Share Buy Back for existing shareholders who have held their shares for at least 5 years.

STRUCTURE OF THE OFFERS

Hargreave Hale AIM VCT 1.

Hargreave Hale AIM VCT 1 is seeking to raise £5m through an offer for subscription of new Ordinary Shares.  Existing shareholders will be invited to subscribe through an Enhanced Share Buy Back.

In addition, Hargreave Hale AIM VCT 1 is seeking to raise a further £10m through a C Share Offer.  This offer will be open to new and existing shareholders.

The Investment Manager will manage the proceeds of the C Share Offer as a separate pool of assets.  The C Shares will convert into Ordinary Shares on a relative net asset value per share basis with reference to the net asset value per share on 30 September 2017.  If less than £2m is raised, the C Shares will convert into Ordinary Shares on a relative value basis per share with reference to the net asset value per share on 30 September 2012.

Hargreave Hale AIM VCT 2.

Hargreave Hale AIM VCT 2 is seeking to raise £10m through an offer for subscription of new Ordinary Shares.  The offer will be open to new and existing shareholders.  Existing shareholders will be able to participate in the Offer through the Enhanced Share Buy Back.

Enhanced Share Buy Back

The Companies are also proposing to launch an Enhanced Share Buy Back for existing shareholders who have held their shares for at least 5 years. The Companies will buy back Ordinary Shares at the Net Asset Value per Ordinary Share as most recently announced to the London Stock Exchange prior to the purchase, where the selling shareholder subscribes for New Shares in the same VCT under the Offers with the net proceeds from the Tender Offers.  The reinvestment will be at a 5% premium to the same net asset value per share, although the Companies will offer existing shareholders who subscribe for new Ordinary Shares under the Enhanced Share Buy Back a rebate through the issue of additional New Shares in the relevant Company equivalent to 2 per cent. of the amount subscribed with the proceeds of the Tender Offer(s).  Where applicable, the introducing agent or intermediary will receive a 1% initial commission, payable by the Investment Manager.

REASONS FOR THE OFFER

The basic rationale remains unchanged from previous offers: namely, to raise new capital into both Companies to ensure they have sufficient capital to support their investment objectives of investing in both VCT qualifying and non-VCT qualifying opportunities; promote their long term viability; meet expenses and reduce the Total Expense Ratios.   At the same time, the Offers will provide existing and new investors with the opportunity to invest into small companies through a tax efficient structure and with an award winning investment team that has a long track record of successful investment into small companies. 

PRICING FORMULA

New Ordinary Shares issued pursuant to the Offers will be priced at a 5% premium to the last published Net Asset Value per share of an existing Ordinary Share as released by the relevant Company to the London Stock Exchange prior to the allotment.

The C Shares will be issued at 100 pence per C Share. 

CONDITIONS

The offers are subject to shareholder approval and the Companies will publish a circular confirming the resolutions sought and the date of the General Meeting in due course.  The circular and the offer document require UKLA approval.  A further announcement will be made when the prospectus in respect of the Share Offer and the circular in respect of the Tender Offer have been approved by the UKLA and are available for public distribution.  This is expected within the next few weeks.  The C Share Offer will not proceed unless valid subscriptions amounting to not less than £500,000 are received by 5 April 2012.

6 February 2012

For further information please contact:
Stuart Brookes
Company Secretary
Hargreave Hale AIM VCT 1 plc/ Hargreave Hale AIM VCT 2 plc
01253 754740

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Source: Hargreave Hale AIM VCT 1 plc via Thomson Reuters ONE

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