Publication of Prospectus

RNS Number : 8171K

F&C Global Smaller Companies PLC

27 June 2014

 



27 June 2014

Not for release, publication or distribution, directly or indirectly, in whole or in part, in or into the United States, Canada, Australia, Japan, New Zealand or the Republic of South Africa or any other jurisdiction in which the same would be unlawful.

This announcement is an advertisement and not a prospectus. This announcement does not constitute or form part of, and should not be construed as, any offer for sale or subscription of, or solicitation of any offer to buy or subscribe for, CULS or any other security in F&C Global Smaller Companies PLC or securities in any other entity, in any jurisdiction, including the United States, nor shall it, or any part of it, or the fact of its distribution, form the basis of, or be relied on in connection with, any contract or investment decision whatsoever, in any jurisdiction. This announcement does not constitute a recommendation regarding any securities. Any investment decision must be made exclusively on the basis of the Prospectus and any supplement to the Prospectus.

F&C Global Smaller Companies PLC (the "Company")

Publication of Prospectus

Further to the Company's announcement on 25 June 2014, the Company has today published a prospectus (the "Prospectus") in connection with the Placing, Open Offer and Offer for Subscription of up to £40 million nominal of 3.5 per cent. Convertible Unsecured Loan Stock at 100p per £1 nominal ("CULS").

The Prospectus has been approved by the UK Listing Authority. Copies will shortly be available for viewing on the website of the Company, www.fandcglobalsmallers.com and on the National Storage Mechanism, available for inspection at www.morningstar.co.uk/uk/NSM. Copies of the Prospectus are also available from the Company, at its registered office at Exchange House, Primrose Street, London EC2A 2NY.

Expected timetable	2014
Record date for Shareholders' entitlements under the Open Offer	6.00 p.m. Tuesday 17 June
Ex-entitlement Date	8.00 a.m. Thursday 26 June
Open Offer Entitlements and Excess CREST Open Offer Entitlements credited to stock accounts in CREST of Qualifying CREST Shareholders	Monday 30 June
Latest recommended time and date for requested withdrawal of Open Offer Entitlements and Excess CREST Open Offer Entitlements from CREST	4.30 p.m. Wednesday 16 July
Latest time and date for depositing Open Offer Entitlements and Excess CREST Open Offer Entitlements into CREST	3.00 p.m. Thursday 17 July
Latest time and date for splitting Application Forms (to satisfy bona fide market claims)	3.00 p.m. Friday 18 July
Open Offer closes. Latest time and date for receipt of completed Application Forms and payment in full under the Open Offer and settlement of relevant CREST instructions (as appropriate)	11.00 a.m. Tuesday 22 July
Offer for Subscription closes. Latest time and date for receipt of completed Subscription Forms and payment in full under the Offer for Subscription (as appropriate)	11.00 a.m. Wednesday 23 July
Latest time and date for receipt of placing commitments	12 noon Thursday 24 July
General Meeting of the Company to approve matters in connection with the Issue	12.30 p.m. Thursday 24 July
Result of the Issue announced through a Regulatory Information Service	Friday 25 July
Admission and commencement of dealings in CULS on London Stock Exchange's Main Market	On or around 8.00 a.m. Wednesday 30 July
CULS issued to investors and CREST stock accounts expected to be credited for the CULS	Wednesday 30 July
Conversion Price announced through a Regulatory Information Service	Thursday 31 July
CULS issued to investors and definitive certificates for CULS expected to be despatched	Week commencing 4 August

For further information please contact:

F&C Management Limited (Investment Manager, Administrator and Company Secretary)  Peter Ewins          Jan Baker            Hugh Potter	020 7628 8000
Oriel Securities Limited (Broker and Placing Agent) Neil Winward                     Mark Bloomfield	020 7710 7600

Important Information

Words and expressions defined in the Prospectus to be will have the same meanings when used in this announcement.

Neither the National Storage Mechanism website nor the Company's website nor the content of any website accessible from hyperlinks on those websites (or any other website) is (or is deemed to be) incorporated into, or forms (or is deemed to form) part of, this announcement.

Oriel Securities Limited is authorised and regulated in the United Kingdom by the Financial Conduct Authority and is acting for F&C Global Smaller Companies PLC and no-one else in connection with the matters described in this announcement and will not be responsible to anyone other than F&C Global Smaller Companies PLC for providing the protections afforded to its clients or for affording advice in relation to any of the matters referred to herein.

The CULS have not been, nor will be, registered under the Securities Act or under the securities legislation of any state or other political sub division of the United States and the relevant clearances have not been and will not be, obtained from the securities commission of any province or territory of Canada, Australia or Japan and they may not, subject to certain exceptions, be offered or sold directly or indirectly in, into or within the United States, Canada, Australia or Japan or to, or for the account or benefit of, a US Person (as defined in the Securities Act) or any national, citizen or resident of the United States, Canada, Australia or Japan.

 

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