23 December 2013
BACIT Limited
(THE "COMPANY")
UPDATE ON C SHARE CONVERSION - CONVERSION RATIO AND TIMETABLE
Further to its announcement made on 20 December 2013, the Company is pleased to provide the following information regarding the conversion of its C Shares into Ordinary Shares.
Conversion Ratio
The net asset values ("NAVs") attributable to the Ordinary Shares and the C Shares as at the Calculation Time, being the close of business on 29 November 2013, were 113.04p per share and 98.48p per share respectively. The NAVs have been calculated including accrued income and rebates.
The Conversion Ratio, as calculated in accordance with the Company's articles of incorporation and prospectus dated 26 September 2013 (the "Prospectus"), is 0.8712 Ordinary Shares for every one C Share held as at close on the conversion record date of 24 December 2013. On the basis of the Conversion Ratio, a holder of 1,000 C Shares will receive 871.2 Ordinary Shares ("New Ordinary Shares") upon conversion. The aggregate entitlement of a holder of C Shares to New Ordinary Shares will be rounded down to the nearest whole share. No fractions of New Ordinary Shares will be issued.
The New Ordinary Shares arising on conversion will rank pari passu with, and will have the same rights as, the Ordinary Shares already in issue.
Expected Timetable
The expected timetable for conversion is as follows:
Record date for conversion and closure of C Share register |
5.30 p.m. on 24 December 2013 |
Trading in the C Shares is suspended Listing of the C Shares suspended Conversion Time and dealings in New Ordinary Shares commence |
7.30 a.m. on 31 December 2013 7.30 a.m. on 31 December 3013 8.00 a.m. on 31 December 2013 |
CREST accounts credited with New Ordinary Shares in uncertificated form |
31 December 2013 |
Share certificates in respect of New Ordinary Shares in certificated form dispatched |
By 8 January 2014 |
Listing of the C Shares cancelled |
8.00 a.m. on 30 January 2014 |
A further announcement will be made in due course.
For further information, please contact:
William Simmonds
J.P. Morgan Cazenove
0207 588 2828
Rose Toussaint
+44 (0) 1481 745381
The New Ordinary Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or any state securities laws in the United States or under the applicable securities laws of Australia, Canada, Japan, South Africa, Singapore or Hong Kong. Subject to certain exceptions, the Shares may not be offered or sold within Australia, Canada, Japan, South Africa, Singapore or Hong Kong. Further, the New Ordinary Shares may not be offered or sold directly or indirectly in or into the United States, or to or for the account or benefit of any U.S. person (as defined in Regulation S under the Securities Act). The Company has not been and will not be registered under the U.S. Investment Company Act of 1940, as amended (the "Investment Company Act") and investors will not be entitled to the benefits of the Investment Company Act.
This announcement may not be distributed, directly or indirectly, in or into or from the United States, Australia, Canada, Japan, South Africa, Singapore or Hong Kong or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. This announcement does not constitute or form part of an offer to sell or issue, or any solicitation of an offer to buy or subscribe for, any securities referred to herein in the United States or in any other jurisdiction. The Offer and the distribution of this announcement and other information in connection with the Offer in certain jurisdictions may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
The price and value of securities may go up as well as down. Persons needing advice should contact a professional adviser.