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
STRATEGIC EQUITY CAPITAL PLC
Tender Offer to purchase up to 4 per cent. of the Company's
issued share capital
9 October 2014
In keeping with the Board's stated intention to exercise its discretion and
implement six-monthly tender offers for up to 4 per cent. of the Shares in
issue (excluding Shares held in treasury), the Company has today published a
circular to Shareholders (the "Circular") setting out the terms and conditions
of the Tender Offer and instructions on how Shareholders may participate in the
Tender Offer, should they wish to do so.
Shareholders (other than Restricted Shareholders) will be able to tender up to
4 per cent. of their holdings as at close of business on the Record Date with
such tenders being satisfied in full. Shareholders will also be able to tender
Shares in excess of their 4 per cent. basic entitlement but such excess tenders
will only be satisfied on a pro rata basis to the extent that other
Shareholders tender less than (or none of) their basic 4 per cent. entitlement.
The Tender Price will be a price equal to the NAV per Share (including
undistributed current period financial income and, for the avoidance of doubt,
dividends declared but not yet paid shall be deemed to be undistributed and
deducting, inter alia, the estimated costs of the Tender Offer as well as the
0.78p per Ordinary Share final dividend for the financial year ended 30 June 2014,
payable on 18 November 2014 to holders on the register as at 17 October 2014
subject to approval at the Company's forthcoming Annual General Meeting) as at
close of business on 14 November 2014, less a 10 per cent. discount.
Expected Timetable
The expected timetable for the Tender Offer is as follows:
2014
Annual General Meeting 11.30 a.m. on Friday, 14 November
Latest time and date for receipt of
Tender Forms and TTE Instructions in
CREST for Tender Offer 3.00 p.m. on Friday, 14 November
Record Date for Tender Offer Close of business on Friday, 14 November
Tender Price calculated As at close of business on
Friday, 14 November
Result of Tender Offer and Tender Price
announced Tuesday, 18 November
Payments through CREST made in respect
of Shares held in uncertificated form
successfully tendered Thursday, 20 November
CREST accounts settled in respect of
unsold tendered Shares held in
uncertificated form Thursday, 20 November
Cheques despatched in respect of Shares
held in certificated form successfully
tendered Friday, 21 November
Balancing certificates despatched in
respect of unsold tendered Shares held
in certificated form Friday, 21 November
Capitalised terms and expressions shall have the same meanings as those
attributed to them in the Circular.
A copy of the Circular will shortly be available for inspection on the National
Storage Mechanism at www.morningstar.co.uk/uk/NSM
Enquiries:
Capita Sinclair Henderson Limited (Company Secretary)
Paul Richards 01392 412 122
GVO Investment Management Limited 020 3691 6100
Stuart Widdowson
Theresa Russell
Canaccord Genuity Limited
Andrew Zychowski 020 7523 8000
Canaccord Genuity Limited, which is authorised and regulated in the United
Kingdom by the Financial Conduct Authority, is acting for Strategic Equity
Capital plc and is acting for no-one else in connection with the Tender Offer
and will not be responsible to anyone other than Strategic Equity Capital plc
for providing the protections afforded to clients of Canaccord Genuity Limited
nor for providing advice in connection with the contents of this announcement
or any other matter referred to herein. Canaccord Genuity Limited is not
responsible for the contents of this announcement. This does not exclude or
limit any responsibilities which Canaccord Genuity Limited may have under the
Financial Services and Markets Act 2000 or the regulatory regime established
thereunder.
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Obtains access to the information in a personal capacity;
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Uses the information solely in relation to the management of their personal funds and not as a trader to the public or for the investment of corporate funds;
Does not distribute, republish or otherwise provide any information or derived works to any third party in any manner or use or process information or derived works for any commercial purposes.
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