Proven Growth & Income VCT plc : Offer for subs...

ProVen Growth and Income VCT plc

21 September 2016

Offer for Subscription

ProVen Growth and Income VCT plc (the "Company") announces that it has published a Prospectus (comprising a Securities Note, Registration Document and Summary) (the "Prospectus") to raise up to £30 million with an over allotment facility of up to a further £10 million through an offer for subscription (the "Offer") of new ordinary shares ("New Ordinary Shares").

The Offer opens on 21 September 2016 and will close not later than 1.00 pm on 5 April 2017 in respect of the 2016/2017 Offer and not later than 1.00 pm on 31 May 2017 in respect of the 2017/2018 Offer, or as soon as the Offer is fully subscribed. The Directors in their absolute discretion may decide to increase the size of the Offer up to maximum of £40 million, close the Offer earlier or extend the closing date of the 2017/2018 Offer to a date no later than 21 September 2017.

Applicants (and their spouses) who had an existing shareholding in the Company, ProVen VCT plc or ProVen Planned Exit VCT plc on 1 August 2016 and whose application form is received by 1.00pm on 13 January 2017 will be entitled to additional New Ordinary Shares equivalent to 2% of the amount subscribed.  All other applicants whose application forms are received by 1.00pm on 13 January 2017 will be entitled to additional New Ordinary Shares equivalent to 1% of the amount subscribed.  Applicants (and their spouses) who had an existing shareholding in the Company, ProVen VCT plc or Proven Planned Exit VCT plc on 1 August 2016, and whose Application Form is received after 1.00 pm on 13 January 2017 and prior to the close of the Offer, will be entitled to additional New Ordinary Shares equivalent to 0.5% of the amount subscribed.

Pursuant to an agreement dated 21 September 2016 between, inter alia, the Company and Beringea LLP, the  Company's investment manager ("Beringea"), Beringea will receive a fee (the "Fee") for acting as promoter of the Offer equal to five and a half (5.5) per cent. of the gross funds raised under the Offer from applications received through execution only brokers or directly from investors and three (3) per cent. of the gross funds raised under the Offer from applications received through financial advisers. Out of the Fee Beringea will pay all costs agreed between the Company and Beringea, including charges and expenses of or incidental to the Offer.

Pursuant to a deed of variation dated 21 September 2016, the investment management agreement (the "IMA") between the Company and Beringea will be varied as a result of the Offer to provide for an increase in the compensation payable to Beringea (the "Additional Compensation") in the event of an early termination of the IMA. The maximum amount of Additional Compensation payable is the sum of £1,080,000.

The Fee and Additional Compensation are smaller related party transactions under Listing Rule 11.1.10.

To obtain a copy of the Securities Note private investors and Financial Advisers should call the investment manager, Beringea, on 020 7845 7820. A downloadable version of the Securities Note will shortly be available from www.provenvcts.co.uk.

A copy of the Prospectus is available, free of charge, from the registered office of the Company or from:

Beringea LLP

39 Earlham Street

London WC2H 9LT

Copies of the Prospectus will be submitted to the National Storage Mechanism and will shortly be available for viewing online at the following web-site address:

http://www.hemscott.com/nsm.do

For further information please contact:

Shane Elliott or Kate Justham on 020 7845 7820

Beringea LLP

Company Secretary

Telephone [phone]

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This announcement is distributed by Nasdaq Corporate Solutions on behalf of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Proven Growth & Income VCT plc via Globenewswire